A storm is bearing down on the southern Plains and Texas, where residents are bracing for severe weather, including flash flooding.
On Wednesday evening, when the storm moves in, there's a chance for damaging winds, hail and even an isolated tornado in Texas.
On Thursday, the storm will fully blossom in the South, bringing the threat of tornadoes and damaging winds from Houston to Jackson, Mississippi.
MORE: Snow shuts down major California freeway just days after an LA County fire closed itFlash flooding could be an issue from Dallas to Little Rock, Arkansas, to Memphis, Tennessee, to Paducah, Kentucky.
A flood watch has been issued for three states -- Oklahoma, Arkansas and Missouri -- where some areas could see up to 5 inches of rain from Wednesday night to Thursday night.
The same storm system will move into the Northeast on Friday, bringing rain to the Interstate 95 corridor and the potential for ice and snow to higher elevations in Pennsylvania, New York and New England.