Traralgon & District Art Society member Paul Devlin was in a Queenscliff shipyard when an old ferry which had fallen into disrepair caught his attention.
He became so engrossed in researching the boat his art teacher Andrea Ramsay encouraged him to paint it using sketches from its earlier days.
The painting features in the society's Monday art group exhibition, currently on display.
The following year Mr Devlin returned to the shipyard to set eyes on his muse once again.
"They were going to scrap it and I thought 'what a waste'," Mr Devlin said.
To his "amazement" he found the boat which once transported mail on the Hawkesbury River completely transformed along with the "bloke" who had been working on it the last 12 months.
"He's going to get it back on the water for a big wooden boats festival which is coming up in Hobart next year," he said.
Mr Devlin asked to photograph the "larger than life character" so he could paint his portrait.
"He looks like he's a man that likes trade work and things like that but he also looks he's done the rounds," Mr Devlin said.
The portrait of the man is positioned alongside Mr Devlin's artwork.
Society president Andrew Ramsay said there were top paintings in the exhibition produced by people who had not been painting for long.
"We've got a young ... mum and she came in to learn oil painting and got the first painting done in four sessions and she's got it in the gallery and I just thought 'how brave'," Ms Ramsay said.
The exhibition is open Mondays, Tuesdays, Thursdays and Fridays from 10am to about 2pm, depending on the availability of volunteers, at the old railway station off Queen's Parade until June 18.
For more information visit the Traralgon & District Art Society Facebook page or email email@example.com.