Police are carrying out an “immediate evacuation” of at-risk areas by the river in a town in Shropshire.
Residents in a part of Ironbridge are being asked to leave because temporary barriers have been overwhelmed, West Mercia Police said.
“We are urgently requesting that people in the area leave their properties and businesses immediately,” the force said on Twitter.
West Mercia Police chief superintendent Tom Harding said officers were visiting residents of the Wharfage, on the banks of the River Severn in Ironbridge, telling them to leave.
He said: “Potentially, we’ve got water that has started to come underneath the flood barriers and in areas it appears that it is buckling.
“We want to be open and transparent with the public and residents here so they make that informed decision to come with us.
“If you can spread the word and pass that on to any family or friends in the area that we need to make sure that they leave.”
Residents in the town of Bewdley, Worcestershire, are bracing for severe flooding today after defence barriers were breached on Tuesday night.
Video posted on Twitter by an Environment Agency manager showed the River Severn breaching temporary flood barriers, bringing high levels of water to the streets and risking further damage to homes.
Low-lying areas along the river are expected to be hit by severe flooding throughout the day, while the level at Bewdley is expected to come close to its highest recorded level by the evening.
The previous highest level was 5.56 metres in November 2000, the Environment Agency said.
Forecasters are warning of more rain over the coming days, with potential over-topping of defences in Ironbridge in Shropshire of high concern.
England has so far seen more than 200% of its average February rainfall, according to the Environment Agency.
The Met Office has warned of further showers across the UK on Wednesday, followed by even more rainfall on Thursday and Friday.
Forecaster John Griffiths said between 5mm to 10mm could fall on the River Severn's source, the Welsh hills, throughout Wednesday, with other parts of the UK seeing up to 2mm.
He said temperatures are likely to "hover around freezing" in the morning, with the west of England and the Midlands experiencing the most frequent showers.
A yellow weather warning for ice has been issued until 10am on Wednesday for Northern Ireland, west Scotland, Wales and large swaths of England.
A further 5mm to 10mm of rain is forecast for most areas on Thursday, increasing to 10mm to 20mm in a 24-hour period between Friday and Saturday morning across catchment areas in Wales, Cumbria and Yorkshire, Griffiths said.
The Environment Agency has warned flooding is possible on the rivers Wye, Ouse and Trent, with other areas at risk from localised flooding caused by heavy rainfall expected on Friday.
Homes were evacuated on Tuesday after the River Aire burst its banks in Snaith, in East Yorkshire.
As of 10.30pm, two severe "danger to life" flood warnings had been issued for the Shropshire towns of Shrewsbury and Ironbridge.
A further 101 flood warnings, meaning that flooding is expected, and 147 flood alerts, meaning that flooding is possible, are also in place across the country.