EXHIBIT 5.1

                           JONES, DAY, REAVIS & POGUE
                               3500 SunTrust Plaza
                           303 Peachtree Street, N.E.
                             Atlanta, Georgia 30308

                                 April 26, 2002

Cumulus Media Inc.
3535 Piedmont Road
Building 14, Fourteenth Floor
Atlanta, GA 30305


Re:      Registration of 20,000,000 shares of Class A Common Stock,
         par value $.01 per share, of Cumulus Media Inc.
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Gentlemen:

         We are acting as counsel for Cumulus Media Inc., an Illinois
corporation (the "Company"), in connection with the registration by the Company
of up to an aggregate of 20,000,000 shares of the Company's Class A Common
Stock, par value $.01 per share (the "Shares"), of which up to 16,969,448 shares
may be issued and sold by the Company and up to 3,030,552 shares may be sold by
certain shareholders (the "Selling Shareholders"), as contemplated by the
prospectus (the "Prospectus") forming part of the Registration Statement on Form
S-3 (SEC File No. 333-94323) (the "Registration Statement").

         In rendering this opinion, we have examined such documents and records,
including an examination of originals or copies certified or otherwise
identified to our satisfaction, and matters of law as we have deemed necessary
for purposes of this opinion. Based upon the foregoing and subject to the
assumptions, qualifications and limitations stated herein, we are of the opinion
that:

         1.       the shares to be issued and sold by the Company, when (a)
                  issued and sold in accordance with the Registration Statement
                  and (b) delivered to the purchaser or purchasers thereof upon
                  receipt by the Company of such lawful consideration therefor
                  having a value not less than the par value thereof as the
                  Company's Board of Directors (or a duly authorized committee
                  thereof or a duly authorized officer of the Company) may
                  determine, will be validly issued, fully paid and
                  non-assessable; and

         2.       the shares to be sold by the Selling Shareholders, after being
                  issued and delivered to the Selling Shareholders upon (a)
                  conversion of the shares of the Company's Class B Common
                  Stock, par value $.01 per share issued or issuable to the
                  Selling Shareholders or (b) exercise of the warrants, pursuant
                  to their terms and upon payment of the exercise price thereof,
                  as the case may be, assuming that sufficient authorized shares
                  of the Company's Class A Common Stock, par value $.01 per
                  share, are then authorized and available for issuance, will be
                  validly issued, fully paid and non-assessable.


         In rendering this opinion, we have assumed that (i) the Registration
Statement, and any amendments thereto, will have become effective, (ii) the
resolutions authorizing the Company to register, offer, sell and issue the
Shares will remain in effect and unchanged at all times during which the Shares
are offered, sold or issued by the Company, and (iii) all Shares will be issued
in compliance with applicable Federal and state securities laws.

         Our examination of matters of law in connection with the opinion
expressed herein has been limited to, and accordingly our opinions herein are
limited to, the Illinois Business Corporation Act, including the applicable
provisions of the Constitution of the State of Illinois and the reported
judicial decisions interpreting such law. We express no opinion with respect to
any other law of the State of Illinois or any other jurisdiction.

         We hereby consent to the filing of this opinion as Exhibit 5.1 to the
Registration Statement and to the reference to us under the caption "Legal
Matters" in the Prospectus. In giving such consent, we do not thereby admit that
we are included in the category of persons whose consent is required under
Section 7 of the Securities Act of 1933 or the rules and regulations of the
Securities and Exchange Commission promulgated thereunder.

                                           Very truly yours,


                                           /s/ JONES, DAY, REAVIS & POGUE