 " Secrets " was directed by David Boyd and written by Angela Kang . It features recurring appearances from Lauren Cohan , Scott Wilson , IronE Singleton , Emily Kinney , Jane McNeill , and James Allen McCune . Principal photography for the episode commenced in downtown Sharpsburg , Georgia in August 2011 . Preparation for filming began in July 2011 , when producers renovated an empty building into a temporary drug store . Herb Bridges , who owned the building at the time , was initially contacted by producers of the series ' in January 2011 , and again four months later in May . Bridges informed them that the space would be rented by a woman who would open a children 's store there ; however , she had not moved into the space yet . 
