AbstractMachine learning models often suffer from a performance drop when they are applied to out-of-distribution (OOD) samples, i.e., those drawn far away from the training data distribution. Existing OOD detection work mostly focuses on identifying semantic-shift OOD samples, e.g., instances from unseen new classes. However, background-shift OOD detection, which identifies samples with domain or style-change, represents a more practical yet challenging task. In this paper, we propose Background-Aware Representation Learning (BARLE) for background-shift OOD detection in NLP. Specifically, we generate semantics-preserving background-shifted pseudo OOD samples from pretrained masked language models. We then contrast the in-distribution (ID) samples with their pseudo OOD counterparts. Unlike prior semantic-shift OOD detection work that often leverages an external text corpus, BARLE only uses ID data, which is more flexible and cost-efficient. In experiments across several text classification tasks, we demonstrate that BARLE is capable of improving background-shift OOD detection performance while maintaining ID classification accuracy. We further investigate the properties of the generated pseudo OOD samples, uncovering the working mechanism of BARLE.