What Lies Ahead on AMC. It received 7.3 million viewers and attained a 4.8HH rating, breaking the record for the most-watched drama in the history of cable television. It received the second highest viewership of the week ending October 16, scoring higher than "Jersey Shore" but less than a 2011 NFL season game between the Detroit Lions and the Chicago Bears. "What Lies Ahead" achieved similar feats, attaining a 3.8 rating—translating to 4.8 million viewers—in the 18-49 demographic, according to Nielsen ratings. In the 25–54 demographic, it garnered 4.2 million viewers. Total viewership after two encore presentations was 11 million viewers, an increase
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