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                                                                       Exhibit 5


                               September 22, 1998




Consumers Energy Company
212 West Michigan Avenue
Jackson, Michigan 49201

Ladies and Gentlemen:

         I am the Assistant General Counsel of CMS Energy Corporation, a
Michigan corporation, and have acted as special counsel to Consumers Energy
Company ("Consumers") in connection with the Registration Statement on Form S-4
(the "Registration Statement") being filed by Consumers with the Securities and
Exchange Commission (the "Commission") under the Securities Act of 1933, as
amended (the "Securities Act"), relating to the registration of $250 million of
Senior Notes, 6.20% Reset Put Securities(SM), Series B, Due 2008 (the "Exchange
Notes") to be issued under the Indenture dated as of February 1, 1998 between
Consumers and The Chase Manhattan Bank, as trustee (the "Trustee"), as
supplemented (collectively, the "Indenture"). The Exchange Notes are being
exchanged for all of the outstanding Senior Notes, 6.20% Reset Put
Securities(SM), Series A, Due 2008 (the "Notes") pursuant to an Exchange Offer.
Capitalized terms not otherwise defined herein have the respective meanings
specified in the Registration Statement.

         In rendering this opinion, I have examined and relied upon a copy of
the Registration Statement. I have also examined, or have arranged for the
examination by an attorney or attorneys under my general supervision, originals,
or copies of originals certified to my satisfaction, of such agreements,
documents, certificates and other statements of governmental officials and other
instruments, and have examined such questions of law and have satisfied myself
as to such matters of fact, as I have considered relevant and necessary as a
basis for this opinion. I have assumed the authenticity of all documents
submitted to me as originals, the genuineness of all signatures, the legal
capacity of all natural persons and the conformity with the original documents
of any copies thereof submitted to me for examination.

         Based on the foregoing it is my opinion that:

1.       Consumers is duly incorporated and validly existing under the laws of
         the State of Michigan.

2.       Consumers has the corporate power and authority to authorize and
         deliver the Exchange Notes pursuant to the Indenture.

 

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3.       The Exchange Notes will be legally issued and binding obligations of
         Consumers (except to the extent enforceability may be limited by
         applicable bankruptcy, insolvency, reorganization, moratorium,
         fraudulent transfer or other similar laws affecting the enforcement of
         creditors' rights generally and by the effect of general principles of
         equity, regardless of whether enforceability is considered in a
         proceeding in equity or at law) when (i) the Registration Statement, as
         finally amended (including any necessary post-effective amendments)
         shall have become effective under the Securities Act, and the Indenture
         shall have been qualified under the Trust Indenture Act; (ii) an
         appropriate prospectus with respect to the Exchange Notes shall have
         been filed with the Commission pursuant to Rule 424 under the
         Securities Act; and (iii) the Exchange Notes shall be duly
         authenticated by the Trustee and the Exchange Notes shall have been
         delivered to those holders of Notes in exchange for such Notes pursuant
         to the Exchange Offer.

         For purposes of this opinion, I have assumed that there will be no
changes in the laws currently applicable to Consumers and that such laws will be
the only laws applicable to Consumers.

         I do not find it necessary for the purposes of this opinion to cover,
and accordingly I express no opinion as to, the application of the securities or
blue sky laws of the various states to the sale of the Exchange Notes.

         I am a member of the bar of the State of Michigan and I express no
opinion as to the laws of any jurisdiction other than the State of Michigan and
the federal law of the United States of America.

         I hereby consent to the filing of this opinion as an exhibit to
Consumers's Registration Statement relating to the Exchange Notes and to all
references to me included in or made apart of the Registration Statement.

                                                     Very truly yours,

                                                     /s/ Michael D. Van Hemert