The warning covers southeastern Santa Barbara County and western Ventura County, according to the NWS. The warning is set to expire at 12:30 a.m. Thursday.
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The second of this week's two storm systems is making its way toward Southern California from the north.
The storm, which is expected to bring heavier rain than we saw earlier in the week, will first sweep through Santa Barbara and Ventura counties Wednesday night before making its way into Los Angeles.
At least 3-4 inches of rain are expected in the Ventura County area from the storm.
Local residents and authorities were preparing for the possibility of flooding in areas that have been damaged in the past.
The CHP was warning drivers to be careful on the 101 Freeway. Flooding is possible in sections of roadway where the water settles, which has happened in the past in Montecito. Eyewitness News already witnessed multiple small fender benders on the freeway earlier in the day.
Many residents were bracing for the storm while acknowledging that California could use the rain even after last year's unusually wet winter.
"We need the rain," said Carpinteria resident Tony Campa. "We've dealt with flooding. We're used to it. We just take whatever Mother Nature gives us and do the best with it."
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A flood watch was initially in effect for the Santa Barbara area through Thursday, possibly extended to Friday.
In Ventura County, authorities were keeping an eye on areas near the beaches and the Ventura River, where flooding has occurred in the past. Sandbags were being put in place in vulnerable areas. No evacuations were ordered yet.
"I take it seriously but I'm not packing my car just yet," said Ventura resident Paul Jennings.