The Met Office has issued a yellow warning for heavy rain in Cumbria and southern Scotland between 8am Wednesday and 4am Thursday.
Several flood alerts have also been issued across Cumbria. Drivers are advised to expect travel delays as flooding and spray is set to affect roads.
Strong winds are expected to move east over Cumbria between 9am Wednesday and 7am Thursday.
Delays to public transport are expected as the bad weather adds to the difficult travel conditions.
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A yellow weather warning for wind has been issued across Dumfries and Galloway, Lothian, and the Borders.
Winds are most likely to gust between 50 and 60 mph across much of the warning area.
The warning is in place until 3pm today in association with ex-Ophelia
Public transport might be effected with delays and road closures. Power cuts and damage to buildings could also happen.
The warning area has reduced from southwest Scotland and northwest England as winds are easing here.