EXHIBIT 5

		     (LETTERHEAD OF MERCOM, INC.)


				 MERCOM, INC.
			      105 Carnegie Center
			     Princeton, NJ  08540


						   July 13, 1995

Mercom, Inc.
105 Carnegie Center
Princeton, NJ  08540

Ladies and Gentlemen:

	       I am the Executive Vice President and General Counsel of
Mercom, Inc., a Delaware corporation (the "Company"), and as such I have acted
as counsel for the Company in connection with the Registration Statement on
Form S-3, as amended (the "Registration Statement"), filed by the Company with
the Securities and Exchange Commission pursuant to the Securities Act of 1933,
as amended (the "Act"), and the Rules and Regulations promulgated thereunder
(the "Rules"), and relating to (i) the distribution to holders of record of
shares of Common Stock, par value $1.00 per share, of the Company ("Common
Stock") of one non-transferable subscription right (the "Rights") for every one
share of Common Stock held of record at the close of business on July 20, 1995
and (ii) the shares of Common Stock to be issued or delivered upon exercise of
the Rights.

	       I have examined originals or copies, certified or otherwise
identified to my satisfaction, of such documents, corporate records,
certificates of public officials and other instruments as I have deemed
necessary for the purpose of rendering this opinion.

	       Based upon the foregoing, I am of the opinion that:

	       1.  The Rights have been duly authorized and when validly
issued in accordance with such authorization, will constitute valid and
binding obligations of the Company enforceable against the Company in
accordance with their terms, subject to applicable bankruptcy, insolvency,
reorganization, moratorium and other similar laws affecting creditors' rights
generally and equitable principles of general applicability.

	       2.  The Common Stock issuable or deliverable upon the exercise
of the Rights, when issued or delivered and paid for as contemplated in the
Registration Statement, will be validly issued, fully paid and nonassessable.

	       I am a member of the Bar of the Commonwealth of Pennsylvania
and the foregoing opinion is limited to the laws of the State of Delaware and
the Federal laws of the United States of America.

	       I consent to the use of this opinion as an exhibit to the
Registration Statement and to the reference to my name under the caption
"Legal Matters" in the Prospectus included in the Registration Statement.  In
giving this consent, I do not thereby admit that I come within the category of
persons whose consent is required by the Act or the Rules.

				   Very truly yours,


				   /s/ Raymond B. Ostroski
				       ------------------------
				       Raymond B. Ostroski
				       Executive Vice President
					 and General Counsel