LEAMINGTON, Ont. - A probable tornado that sounded like a freight train to some terrified residents of this southwestern Ontario community destroyed homes and frayed nerves Sunday.

"Scary thing when you wake up at 3 a.m. in the morning, and I thought how can I be hearing a train," said Marilyn Collard, as she described the piercing noise.

"And that's what it sounded like, a train coming down the lake," she said, still rattled by the vicious storm.

The sound that Collard heard early Sunday, was likely a tornado -- Environment Canada is still investigating.

For Collard and her family, it took a moment to recognize the jarring noise.

"It hit me, 'oh my god, that is a tornado,"' she said.

Collard ran and grabbed her husband and son, and just as they reached the top of the steps of the basement, the windows exploded, whipping around debris, dirt, and shingles from the neighbour's roof.

"I would never want to live through this again. Ever, Ever. It's the sound. When you start hearing trees snapping... that is just scary," said Collard.

Leamington's deputy mayor Rob Schmidt issued a state of emergency about three hours after the storm. While officials said there were no serious injuries, the damage is extensive.

"Trees are everywhere, all over the place. It's like a bomb hit it," said Anne Miskovsky the emergency communications officer.

Power outages were widespread and crews worked feverishly to restore electricity. Most phones were working by mid afternoon. But Police were still controlling the storm damaged area, erecting barricades to keep people away.

The building department was also scouring the area, moving from house to house to make sure no one was in an unsafe situation, said Miskovsky.

The storm started building late Saturday night as Environment Canada issued several tornado warnings for the area throughout the night and into the early morning hours of Sunday.

The largest stretch of damage ran for three kilometres.

Miskovsky described the damage as "mind boggling."

"Huge trees are severed down the middle and are laying on top of the roads or houses. Hydro poles have been sheared in half and are just lying here," she said, as she tried to paint a picture of the wreckage.

Picnic tables are floating in Lake Erie outside the badly damaged marina, said Miskovsky.

On Seacliff Drive, a large street near the lake, it looks like bulldozers have clear cut the area.

John Gleason, 21, was out of breath Sunday afternoon, as he and his friends hauled trees off his property.

He woke up to see green lightening flashing across the sky on Sunday, and watched as winds uprooted a tree, crashing it into his car and his sister's car.

Gleason lives next door to the police chief, whose camping trailer was totalled by a tree. A crane will have to be brought in to take the tree off the roof.

"It's just devastation," said Gleason "everything is brutalized." He said, using only one word to describe the area near the beach, "toast."

"I had 100 year old spruce that is gone," said Collard, about the majestic, 60 foot high wonder, now snapped in two and nestled among other broken branches.

Collard's neighbour had his roof fly off. It now sits squarely on the top of her house. Her other neighbour had his chimney fall through the roof and land on his bed. No one was in the room at the time.

Trucks have turned over onto nearby million-dollar greenhouses, said Collard.

The Red Cross has opened up a shelter for people in a nearby recreation complex.

No one has been seriously injured, but the hospital is on alert, prepared if there is an influx of people.

"We've had minor injuries, but nothing major or critical," said Sarah Padfield, a spokeswoman for Leamington District Memorial Hospital

Environment Canada has sent a team to the area to determine if a tornado did in fact touch down.

"It seems likely there was a tornado, but we cannot confirm that at this time," said Peter Kimbell, a warning preparedness meteorologist for Environment Canada.

Kimbell said it's unclear about how severe the storm was, but about 52 millimetres of rain fell in the nearby Windsor area, and 44 millimetres or rain fell in Harrow.

A significant low pressure systems was tracking across the area, said Kimbell, as he tried to explain what may have caused the burst of blustery weather.

He also said the southwestern part of the province was under a threat of significant weather, due to the amount of moisture in the atmosphere.