The Met Office has an Amber Alert in place for snow tomorrow.
It will move in from the south-west through the morning and gradually make its way eastwards.
The West Midlands will see the heaviest of the snow, up to 15cm widely but 25cm on higher ground.
That will be through the morning, in the afternoon the snow will gradually ease, turning lighter.
The East Midlands will see snow showers through the morning and steadier snowfall by the afternoon.
Accumulations will be variable 2-5cm is possible.
It will be windy too, causing blizzard conditions.
Everywhere will feel cold with temperatures below freezing.
The snow will ease on Saturday but ice will become an issue as temperatures plummet overnight.