Three million high-filtration N95 and KN95 masks will be made available during the next four to six weeks, Premier Daniel Andrews announced on Tuesday.
They will be given out in boxes of 10 at testing sites and distributed through community organisations including at multicultural and Aboriginal gatherings and disability services venues.
More will be on offer at public transport hubs and staffed train stations, with authorised officers and conductors providing them to mask-less commuters.
Mr Andrews defended the timing of the announcement, saying authorities have been handing out masks for a long time.
"This is just about a push to the end of this wave," he told reporters.
Victoria recorded another 6380 new cases and 44 deaths on Tuesday, the highest daily toll in almost a fortnight.
But its daily COVID case and hospitalisation numbers have been slowly declining in recent weeks after peaking at 14,293 and 906 respectively.
The seven-day average for hospital cases has fallen to 678, easing pressure on the state's ailing health system.
"It's pretty clear now that we've passed the peak of this wave and we want to do everything we can to drive those numbers down," Mr Andrews said.
Wearing a mask indoors and in crowded settings is strongly recommended by peak health authorities, as Australia endures another Omicron variant wave.
The Royal Australian College of General Practitioners Victoria chair Anita Munoz says there are practical steps everyone can take.
"On top of getting vaccinated and boosted, I urge everyone to wear a mask indoors and where social distancing is difficult, such as at a sports games," Dr Munoz said in a statement.
Chief Health Officer Brett Sutton said the free masks are a good reason to get tested, with authorities estimating only 45 per cent of total infections are presently being diagnosed and recorded.
"Remember, knowing you test positive to COVID (on RATs or PCR) is the only way to be on a care pathway and to access oral treatments if you're eligible," he tweeted.
Mr Sutton last week flagged the indoor mask recommendation could remain in place for "years" unless a vaccine is created that works on all future variants.