EXHIBIT 5.1

                                    JONES DAY
                           1420 Peachtree Street, N.E.
                                    Suite 800
                             Atlanta, Georgia 30309

                                 August 9, 2004

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

      Re:   Registration Statement on Form S-8

Ladies and Gentlemen:

      We are acting as counsel to Cumulus Media Inc., a Delaware corporation
(the "Company"), in connection with the Registration Statement on Form S-8 (the
"Registration Statement") that relates to the registration of 2,795,000 shares
of Class A Common Stock, par value $.01 per share (the "Shares"), to be issued
in accordance with the Company's 2004 Equity Incentive Plan (the "Plan"). This
opinion appears as Exhibit 5.1 to the Registration Statement.

      In rendering this opinion, we have examined such documents, records and
matters of law as we have deemed necessary for purposes of this opinion. We have
assumed, without independent verification, the genuineness and authorization of
all signatures and the conformity to the originals of all copies submitted to us
or inspected by us as certified, conformed or photostatic copies. Based on such
examination, we are of the opinion that the Shares are duly authorized and, when
issued in the manner contemplated by the Plan and assuming that the Shares have
been and remain duly reserved for issuance within the limits of the Class A
Common Stock then remaining authorized but unreserved and unissued, will be
validly issued, fully paid and nonassessable.

      Our examination of matters of law in connection with the opinion expressed
herein has been limited to, and accordingly our opinion herein is limited to,
the General Corporation Law of the State of Delaware, including the applicable
provisions of the Delaware Constitution and the reported judicial decisions
interpreting such law. We express no opinion with respect to any other law of
the State of Delaware or any other jurisdiction. We hereby consent to the filing
of this opinion as Exhibit 5.1 to the Registration Statement. 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