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More than a month’s worth of rain could fall within a day in Kent.
The Met Office says spray on the roads and flooding could lead to difficult driving conditions and some road closures tonight and throughout tomorrow.
Weather experts issued the warning yesterday, which covers the entire county.
“Not all areas will be affected, but scattered heavy showers on Wednesday night are expected to merge into longer spells of heavy, perhaps thundery rain overnight and through Thursday,” the Met Office website states.
“Where heavy downpours occur, 20 to 40mm are possible within an hour or two. Over a longer period a few places could see more than 50 to 60mm, possibly even as much as 80 to 100mm if repeated batches of heavy rain affect the same locations — this perhaps more likely during the second half of Thursday.”
According to the Environment Agency, the September rainfall total for England last year was 81.7mm.
The West Midlands, east of England, London, south-east, south-west and Wales are all included in the warning.
It comes into force at 9pm tonight and ends at 11.45pm on Thursday.
The Met Office warns there is a chance of delays and some cancellations to train and bus services.
There is a slight chance power cuts could occur and other services to some homes and businesses could be lost.
There is a small chance homes and businesses could be flooded quickly, with damage to some buildings from floodwater, lightning strikes, hail or strong winds
There is also a small chance of fast-flowing or deep floodwater causing danger to life.