Wirral has been warned that flooding is possible tonight as up to 60 mm of rain could fall.
After a few days of rainfall already, saturated ground could lead to some areas prone to flooding.
Longer travel times, road surface spray and damage to buildings from floodwater is also possible.
The Met Office warning for rain is in place from 9pm Wednesday – 9 am Thursday.
The Met Office say: “Rain, often heavy, developing over Wales early Wednesday evening and moving east across central and some northern parts of England overnight.
“As much as 40-60 mm of rain is likely to fall over some hills and mountains in Wales, with 20-30 mm quite widely elsewhere in Wales and also over some other parts of the warning area.
“Following recent very wet weather some travel disruption and flooding is likely”.