The Melbourne, Mount Alexander & Murray River Railway Company received parliamentary assent in February 1853 to build Victoria's first inland railway from Melbourne to Williamstown, Bendigo and Echuca. Construction commenced in January 1854 with work on a pier at Williamstown but lack of funds slowed progress, eventually prompting the company to sell out to the government.
The 100-mile (162 km) section to Bendigo opened in October 1862. Its cost of £35,000 per mile made it the most expensive railway ever built in Australia. In 1864, the line was extended to Echuca, tapping into the booming Murray-Darling paddlesteamer trade.