A yellow warning for snow has been issued across Herefordshire, Shropshire and Worcestershire.
A band of rain, sleet, and increasingly snow, will push north on Thursday bringing up to 2cm snow at lower-levels, 2-5cm on ground above 200m, and perhaps as much as 10-20cm above 400m.
The snow will ease later in the day, and may turn back to rain or drizzle, especially in the south and east of the area.
Forecasters at the Met Office said there is some uncertainty with respect to the rain/snow boundary, and the northern limit of the snow, and so details may change in the coming days as confidence increases in these aspects.
The warning will be in place from 3am on Thursday until 3am on Friday.