The album features guest appearances from Morgan Freeman, Taylor Swift, Lil Wayne, Chris Brown, T.I., Nicki Minaj, Ryan Tedder, Lauriana Mae, Playboy Tre, Trey Songz, Nelly and Roscoe Dash while the production was handled by Dr. Luke, Cirkut, Ryan Tedder, Lil' C, Mynority, Stargate, Frequency, Mike WiLL Made It, P-Nasty, Super Water Sympathy, Kutta, Billboard, Jamieson Jones, Jim Jonsin and B.o.B himself.

"[3] On June 9, 2011, B.o.B confirmed he was working on the follow-up album to his debut, B.o.B Presents: The Adventures of Bobby Ray (2010).

"[4] On September 27, 2011, B.o.B appeared on an online video stream on Atlanta's V-103 WVEE radio station, to promote the lead single "Strange Clouds".

[5] Bobby Ray held the first listening session for the album at Tree Sound Studios on October 25, 2011.

Seven new songs were previewed during the listening session, including his single "Play the Guitar" which features André 3000.

Other guest appearances confirmed, as the album was not fully complete, include Lil Wayne, Big K.R.I.T., Nelly and a song with T.I.

The mixtape was released on November 28, 2011, featuring guest appearances from Eminem, Mos Def, Roscoe Dash, Meek Mill, and Bun B amongst others and included production from Ryan Tedder to Lil' C and Jim Jonsin.

It's really like a fusion between the hip-hop lifestyle and the people whose thoughts cross into the other realm of thinking, outside of the norm, which may be considered strange or weird, or unique.

In an interview with Rap-Up, Jim Jonsin spoke of his Rebel Rock artist's upcoming album: "We cut four songs and there's two that I really like.

He's kinda figuring out the direction and I’m hoping to close out with him to do another three or four songs before the album's done", Jonsin told Rap-Up.

That said, he stressed the importance of remaining true to himself and always use his voice and candor to present his ideas and deliver a message.

I’m bringing people into my world with just the story and the building blocks that created B.o.B, and I wanted to spend a lot of time with it.

"[11] The undisclosed rapper was later revealed to be Bun B, once one half of the southern hip hop duo UGK.

"a real stadium sounding record, inspired by his live performances and his penchant for interacting with his fans in concert."

B.o.B said he wanted to make "something for the fans to sing along to at the shows" and Mack agreed saying: "Sure enough, towards the end of the song, one glance around the room told me that his plan had worked: a large part of the audience was mouthing the hook.

"[11] A song titled "So Hard to Breathe" was played at the listening session, where B.o.B called it a "sibling or sequel to ‘Don't Let Me Fall’".

Before playing "MJ", his collab with St. Louis native Nelly, B.o.B reminded the audience that he's "always been the type of artist to say how I feel" and that the album "really shows all sides of me.

Ryan Tedder worked with B.o.B on "So Good", which the rapper describes as a "victory lap song with a big sound that a lot of people will gravitate towards".

Mack of Sound-Savvy noted: "In concept and sonically (probably due to Tedder) it reminds me of OneRepublic's current single "Good Life" but has quite a few differences.

"[10] On January 8, 2012, footage of Waka Flocka Flame and B.o.B in the studio recording a song tentatively titled "Fist Pump" was released.

It was rumored to be on the album, but B.o.B confirmed on his Twitter account that it will be on Waka Flocka Flame's second effort, Triple F Life: Friends, Fans and Family.

[14] On October 8, 2011, American singer-songwriter Taylor Swift brought out B.o.B at her Speak Now World Tour concert at Cowboys Stadium in Dallas, Texas, where they performed "Airplanes".

[8] The album art, unveiled March 19, shows Bobby Ray in a chic peacoat holding his temples while standing under a hovering cloud.

[19] On April 20, snippets from the standard edition of the album surfaced showcasing approximately a minute of each of the 15 songs.

[22] "Strange Clouds" marks his best debut sales week for a single, previously held by the 137,000 launch of "Airplanes" on May 1, 2010.

[23] As of February 9, 2013, "Strange Clouds" has been certified platinum by the Recording Industry Association of America (RIAA).

[24] "So Good" served as the album's second single and was released on February 21, 2012, the song features production and additional vocals from Ryan Tedder.

"Play the Guitar", features fellow American rapper André 3000 and was produced by Salaam Remi.

The song was intended to be the album's second single, but due to its lackluster performance on the charts, it was used for promotional purposes only.

[35] In its first week Strange Clouds sold 76,000 copies in the United States, debuted at number 5 on Billboard 200.