In the 1850s, South Barwon was one of the earliest and smallest municipalities created. Located immediately south of Geelong, it covered an area of 164 sq. km. The western boundary was at Belmont (near Geelong), extending coastwards to Torquay. Its eastern boundary was the Barwon River, the river running southwards to the coast where it enters Bass Strait at Barwon Heads.
Initially formed as a road district, when it was severed from the Corporation of Geelong on 2 June 1857. On July 14, 1857, a meeting was held in the Racecourse Hotel to nominate persons to serve as first members of the South Barwon Council. W.G. McKellar was in the chair, and Simeon Longeville Price and James Hendy were appointed assessors. Thirteen persons were nominated for the seven vacancies. On the next day the election resulted in the return of the following men as Councillors: Alexander Mackenzie (111 votes), Charles John Dennys (107), Samuel Bradley Corrigan (102), William Gilbert McKellar (96), Charles Nuttall Thorne (88), Robert Smith Tuffs (80), William Darling Dods (80).
These newly elected Councillors represented not only the Municipality of South Barwon, but the first break-away group from the Town of Geelong. Newtown and Chilwell and Geelong West followed.
South Barwon was incorporated as a borough on 21 October 1863, and became a Shire on 24 December 1874, when it was amalgamated with the Connewarre Road District. It was proclaimed as a City one hundred years later, on 6 December 1974.
Although South Barwon began as a small shire, it later included Highton, Belmont, Marshall, Grovedale (once German Town) and Torquay (once known as Spring Creek). Part of Torquay was originally in the Shire of Barrabool.
On 18 May 1993, significant proportions of its land area was annexed to the newly created City of Greater Geelong, despite concerns expressed by the coastal town of Torquay that it was a separate community of interest from Geelong. The Shire of Barrabool, which had been significantly reduced by the creation of Greater Geelong and had lost much of its rates base, joined Torquay residents in suggesting the Kennett Liberal government create a coastal shire, which united Torquay and Anglesea. On 9 March 1994, the City of South Barwon was abolished, and, along with the remainder of the Shire of Barrabool and parts of the Shire of Winchelsea, was merged into the newly created Surf Coast Shire, establishing its administrative centre at Torquay.