The second track on the album,[1] the song was written by the duo's lead vocalist, Prince Be (under his real name, Attrell Cordes) and produced by P.M.

"Downtown Venus" is heavily built on a sample of the 1967 song "Hush", written by Joe South, as covered by English rock band Deep Purple in 1968.

[3] Larry Flick of the same publication compared the song's vocals to those of John Lennon and noted its "psychedelic" guitar chords.

[11][12][13] Dave Jennings from Melody Maker wrote, "'Downtown Venus' is, amazingly, giddily upbeat and downright urgent.

"[14] Paul Moody from NME said, "This time our man throws a dash of Deep Purple's 'Hush' into the usual stream of (sub)consciousness burble and comes up, erm, trumps!