South-westerly winds will strengthen, with gusts of 88-105km/h expected widely across England, Wales and southern Scotland. Gusts of 112-130km/h are likely around coastal areas, especially in Devon and Cornwall, as well as Wales and north-west England.
Strong winds were seen across Scotland yesterday as a separate weather system moved over.
A gust of around 112km/h was recorded at South Uist, while winds of 70 to 80km/h blew through Glasgow and Edinburgh.
"Eyes really now start to turn towards the South West and this afternoon when we will start to see the winds rip up," Met Office forecaster Craig Snell said.
"The strongest winds will be limited to parts of western England and Wales, but the warning area includes parts of the Midlands and over towards Yorkshire and Lincolnshire as well."
Freya will have moved into the North Sea by rush hour tonight NZT, although there will likely be some residual impacts in its wake.
"We can expect some branches and a few trees being blown down and there's also scope for some tiles being blown from roofs and also some power cuts as well," Snell said.
When Storm Freya clears to the north east, it will be followed by a sustained period of unsettled weather, according to the Met Office.
Just days after Britain's firefighters battled wildfires across the nation, temperatures are expected to once again dip below freezing.
There is very little chance of another mini-heatwave which saw Kew Gardens bask in 21C and Porthmadog in 20.8C heat this week.
It was the first time ever there was a temperature of more than 20C recorded in winter, but it wasn't enough to make it the hottest February since records began in 1910. That title remains with the February of 1998.
