Police are carrying out an emergency evacuation in Ironbridge due to the temporary flood barriers becoming “overwhelmed”.
People in the Shropshire town, which is beside the River Severn, have been asked to leave homes and businesses immediately.
They reported hearing a noise as the barriers shifted from their base.
West Mercia Police chief superintendent Tom Harding, in a video on his Twitter account, said officers were visiting residents of the Wharfage, on the river bank, to tell them to evacuate.
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.”
It comes after a video posted on Twitter by an Environment Agency manager showed the Severn breaching temporary flood barriers in Bewdley, Worcestershire, on Tuesday night.
On Wednesday evening, the river at Bewdley is expected to come close to its highest recorded level, which was 5.56m in November 2000, the Environment Agency said.
A local resident has said the town of Bewdley is “waiting anxiously” for news about flood barriers holding upstream in Ironbridge on a “bizarre” day in Worcestershire.
“It’s a media scrum here at Bewdley as the suns starts to set on beautiful and bizarre day,” Adrian Guest, a 53-year-old sales manager, told PA.
“Water levels have remained relatively static all day although there have been bizarre sightings of sofas and fridges floating by!
“People gathered in groups worried about the situation upriver at Ironbridge where the stress loads on their barriers could see them collapse at any moment – we all wait anxiously.”
Surging waters have caused damage to local museums and “major disruption” in Ironbridge, a local heritage worker said.
Dylan Jones, who works for the Ironbridge Gorge Museum Trust (IGMT), said the water had reached “phenomenal” speeds and would affect many in the area.
“IGMT is one of the biggest employers in the area. Staff have been affected by the flooding and the Museum of the Gorge is completely surrounded by the river now,” he told the PA news agency.
He added that there were concerns of debris damaging the bridge itself and that the IGMT had had to close “half of its museums” due to the flooding.
The Met Office has warned of further showers across the UK on Wednesday, followed by even more rainfall on Thursday and Friday.