Don't call Fear the Walking Dead a spin-off.

AMC's new series inspired by the success of The Walking Dead is a "companion series," but the differences between the two shows involve more than just semantics. The new series, which was co-created by Walking Dead mastermind Robert Kirkman and Dave Erickson and premieres Sunday at 9/8c, features an all-new cast of characters, is set thousands of miles across the country from the mothership, and takes place at the very beginning of the apocalypse that wipes out most of mankind.

This time around, the action begins in sunny Los Angeles, where guidance counselor Madison (Kim Dickens) and English teacher Travis (Cliff Curtis) are in the process of blending their families. When Madison's junkie son Nick (Frank Dillane) becomes the first person to lay eyes on one of the undead monsters, it's easy enough to dismiss what he sees as a heroin addict's hallucinations. But as more and more "sick" humans become violent — and the police reaction to said violence incites rioting and chaos-- it becomes clear the end of civilization is at hand.

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Unlike so many procedural franchises that just repeat a winning formula by building a new team of handsome heroes and adding a colon and a city to the title, Fear is clearly its own show with a different set of ambitions than its predecessor. But just how different is it? And will that ultimately help or hurt the show? Here's what you need to know:

1. It's a pure prequel. Whereas The Walking Dead's Rick Grimes woke up from a coma to find the world he knew destroyed, one of this show's stated goals is to depict the crumbling of society. "When I first sat down with Robert, what I loved was that he looked back at the beginning of The Walking Dead and the world he created and thought, 'What didn't I explore?'" Erickson tells TVGuide.com. "And a lot of the elements that we go through in Season 1 and beyond are very much questions of violence. How do people adapt to violence? How do you commit violent acts? Those things you take for granted because [the original show goes] from zero to zombie fairly quickly."

One downside to the prequel structure, however, is that the audience knows so much more than the characters. In other words, watching Madison and Travis scoff at the idea of a zombie outbreak makes them seem silly. Plus: Watching characters learn Zombie 101 (It's all about the headshot, folks!) can become tedious. "Season 1 is very much... the education for our characters," Erickson says. "That was interesting to me: the idea of the discovery. On The Walking Dead, Rick comes out of his coma and pretty much gets a full apocalyptic download in one scene with Morgan. But what was it like for Morgan over the previous few weeks? What was it like for him when his wife was attacked and turned? That version of the story I thought was absolutely valid and worth seeing."

2. There's a stronger focus on character. Because the original series was told basically from Rick's point of view, many of the supporting characters were given short shrift for a long time. Not the case here. While Nick deals with his addiction, his moody teen sister Alicia (Alycia Debnam-Carey) wrestles with her boyfriend possibly becoming infected. Travis has to navigate the difficult waters of his divorce while also trying to keep his son Christopher (Lorenzo James Henrie) and ex-wife Liza (Elizabeth Rodriguez) safe. While the new crop of characters works with varying degrees of success, it's nice to see the show spending time establishing a groundwork — one that will hopefully pay off once these characters are transformed by their circumstances.

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"Travis and Madison, at the onset, are two people who love each other very much," Erickson says. "The relationship is strong, and they're good people. But by the end of the first season, they will be unrecognizable to each other. They will both embrace or not embrace the apocalypse in different ways and they will see elements in each other that they didn't know were there before. ... In this world where you want to do right by everybody and protect your family, those are all the attributes of a person that, in the apocalypse, really don't matter anymore. They actually become weaknesses rather than strengths. One of them is going to get it a lot sooner than the other, and that will lead to a great deal of friction and a fracture."

3. The setting makes a huge difference. The urban energy of East Los Angeles is a welcome change from the backwoods of the rural South. And the locale also affords the show a diverse cast, although the show appears to have learned little from the jokes about the original series killing off its minority characters. (Here, again, black men are among the first to go.) However, the show only shot the pilot on location in L.A. before moving the production to Vancouver, and, unfortunately, it's laughably noticeable.

But with the change of location comes a change in the types of people fighting against the end of the world. "Rick was a cop and literally came to this with a gun," Erickson says. "We have characters who are an English teacher and a guidance counselor. They have no preparation for this whatsoever. It was overwhelming for Rick and Shane, but I also think they knew how to lock and load and they had leadership qualities that our characters don't necessarily have at first. So, it will be interesting to see how they adapt to that."

4. There aren't that many zombies. Perhaps the biggest flaw of the prequel structure is the scarcity of the walkers in the early chapters. (Say what you will about the popularity of the original series, but a lot of it comes down to people wanting to see zombies getting their heads blown off.) Although the show will obviously become increasingly populated with undead monsters, the first episodes lack the heightened stakes and real scares we've come to expect from the franchise. (It also creates major pacing issues, especially in the 90-minute premiere, which at times moves incredibly slowly.)

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So, can a zombie show without zombies work? "It's an excellent question and I have no idea," Erickson says with a laugh. "I'm not worried because I think we wrote a good show and shot a good show. We definitely have to respect the success of the original and the love for the original. We have walkers and we have our gags — those things are going to happen. But we approach it in a slightly different way. I hope [the audience is] invested in the characters and I hope they're open to a slightly different pace and slightly different tone. I don't want to turn them off, but I also hope folks are willing to explore something a little bit different, something a little more specific to this world and this story."

Watch the first three minutes of the premiere episode below:

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Fear the Walking Dead's six-episode first season begins with 90-minute premiere on Sunday, Aug. 23 at 9/8c on AMC.

Additional reporting by Shelli Weinstein