What Lies Ahead premiere written and filmed would begin after the events of Season 1, although a brief flashback scene of Shane and Lori witnessing the fall of Atlanta from a distance would appear during the season. At PaleyFest 2011, it was announced that the second season of "The Walking Dead" would mainly be produced outside the city limits of Atlanta, Georgia. Most of the principal photography for "What Lies Ahead" took place in unincorporated Henry County, Georgia on June 5–9, 2011, using a stretch of Georgia State Route 20 that was closed to traffic for the purpose. On June 8, 2011, the
What Lies Ahead Robert Kirkman said that after editing "there were certain things that just got left on the cutting room floor". "What Lies Ahead" is an extended premiere, the result of a decision to combine what were originally designed to be the first two episodes of the season. This led to much of the original first episode, titled "Miles Behind Us," to be discarded, and is also the reason that the premiere contains dual credits for both writer and director. "Miles Behind Us," which was written by then-showrunner Frank Darabont and directed by Gwyneth Horder-Payton (an alumnus from the first season), began