Last night was a long time coming.  Not only because we were waiting for season 3 to start, but we were waiting for season 3 to be good.  Everyone talks about how pacing became and issue in season 2, so I was a little worried that we wouldn't see the group get into the prison until mid season.  What a refresher that they are already inside by the end of the episode.The opening scene was beautiful.  Five minutes of action without a single word was able to speed us up on 6-7 months of story.  We saw Carl become a bad ass 14 year old with a silencer.  We could tell how dire the situation was and that slim pickings were getting to the gang.  We could also see the exhaustion of being on the run for everyone, primarily Lori, who's now ready to pop.  Then they stumble on the prison.

Remember when the only one who could shoot was Rick?  Now everyone is Dirty Harry and accomplished zombie killers.  Ricktatorship has taken full effect and seems to be working, as they methodically slay the entire perimeter of zombies.

We also got a look at Michonne, who will be an exciting addition to season 3.  Andrea is sick with something, and we've learned that they have become a fighting duo quite seamlessly.  We also get to see another use for her amputated, jaw-less zombies.  They make quite good pack mules.

Storming the prison is probably the highlight, and bonus points for the zombies in riot gear.  Is it just me, or did that face peeling off the riot guard in the helmet hit a new high of disgusting awesomeness?

Sad to see Hershel get bit, but it was somewhat predictable.  You had to know one of them was going to get hurt, but who?  The question is, will he survive after Rick hacks his leg off?  My gut feeling says yes he will live.  It would have been dramatic to see him die at the farm and if they weren't going to do that there, why waste such a good character in a rather boring death?  Plus, someone has to be there to deliver the zombie baby.

Which brings up a whole 'nother can of worms.  Lori has been a pain in the ass the first two seasons.  Now she's a little more subtle in this episode, but you can tell Rick has had enough of her.  She's worried the baby will be still born, or kill her from the inside.  Talk about a rough pregnancy.

In my opinion, I think this was the best episode since the pilot.

Things I am anticipating/guessing:
(disclaimer:  I have not read the comics, this is just speculation)

The Governor story should be coming soon.  I assume Michonne and Andrea find them and ask for help for Andrea.  Then the dark side of the compound will be slowly revealed.

The prison inmates and the group will get along for a while, but remember these are criminals.  Has a zombie apocalypse given them all a life changing wake up call?  Or will no nonsense rick start wasting them, like in the episode "Nebraska?"

We will have to wait and see, but season 3 is off to a great start!