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 "That "The Walking Dead" is now the most watched drama in the history of basic cable is staggering, just like our zombies." "What Lies Ahead" was met with general acclaim from television critics. Gina McIntyre of the "Los Angeles Times" felt it was the series' best installment, calling it "thrilling" and "heart-wrenching". Similar sentiments were echoed by Josh Jackson of "Paste", who gave the episode an 8.8 out of 10—a "commendable" rating. Darren Franich of "Entertainment Weekly" liked what he called the "casual" atmosphere of the opening scene and described the ending as "daring". IGN's Eric Goldman felt the episode