CUMULUS MEDIA INC
NT 10-K, 1999-03-31
RADIO BROADCASTING STATIONS
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<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One):

         [X] Form 10-K [ ] Form 20-F [ ] Form 1l-K [ ] Form 10-Q [ ] Form N-SAR

For Period Ended: DECEMBER 31, 1998
[ ] Transition Report on Form 10-K                            SEC FILE NUMBER
[ ] Transition Report on Form 20-F                             00-24525
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q                            CUSIP NUMBER
[ ] Transition Report on Form N-SAR                            231082108
For the Transition Period Ended:

Read Instruction {on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:

PART I - REGISTRANT INFORMATION

                               CUMULUS MEDIA INC.
                Full Name of Registrant Former Name if Applicable
                -------------------------------------------------

                             111 E. KILBOURN AVENUE
            Address of Principal Executive Office (Street and Number)
            ---------------------------------------------------------

                               MILWAUKEE, WI 53202
                            ------------------------
                            City, State and Zip Code

PART II - RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)

[X]    (a)     The reasons described in reasonable detail in Part III of this 
               form could not be eliminated without unreasonable effort or
               expense;

[X]    (b)     The subject annual report, semi-annual report, transition report
               on Form 10-K, Form 20-F, I I-K, Form N-SAR, or portion thereof,
               will be filed on or before the fifteenth calendar day following
               the prescribed due date; or the subject quarterly report of
               transition report on Form 10-Q, or portion thereof will be filed
               on or before the fifth calendar day following the prescribed due
               date; and

[ ]   (c)      The accountant's statement or other exhibit required by Rule
               12b-25 (c) has been attached if applicable.

<PAGE>   2

PART III - NARRATIVE

State below in reasonable detail the reasons why the Form 10-K, 11-K,
10-Q,N-SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period. (Attach Extra Sheets if Needed)

In order to properly reflect the effect of certain transactions in its annual
report on Form 10-K, the Company is unable to timely file its Form 10-K for the
year ended December 31, 1998.

PART IV--OTHER INFORMATION

(1)      Name and telephone number of person to contact in regard to this 
         notification

         Richard J. Bonick, Jr.      414 615-2800
         (Name)                     (Area Code) (Telephone Number)
         ------                     ------------------------------

(2)      Have all other periodic reports required under Section 13 or 15(d) of 
         the Securities Exchange Act of 1934 or Section 30 of the Investment
         Company Act of 1940 during the preceding 12 months (or for such
         shorter) period that the registrant was required to file such reports)
         been filed? If answer is no, identify report(s).
         
                                   [X] Yes                   [ ] No

(3)      Is it anticipated that any significant change in results of operations 
         from the corresponding period for the last fiscal year will be
         reflected by the earnings statements to be included in the subject
         report or portion thereof?

                                   [ ] Yes                   [X] No

         If so, attach an explanation of the anticipated change, both
         narratively and quantitatively, and, if appropriate, state the reasons
         why a reasonable estimate of the results cannot be made.



<PAGE>   3


                               CUMULUS MEDIA INC.
                  (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.



         Date:    March 31, 1999            By:      /s/ RICHARD J. BONICK, JR.
                                                         ----------------------
                                                         RICHARD J. BONICK, JR.
                                                         VICE PRESIDENT & CFO

INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.

                                    ATTENTION
   Intentional misstatements or omissions of fact constitute Federal Criminal
                        Violations (See 18 U.S.C. 1001).





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