EXHIBIT 5.1

                     [Letterhead of Bogle & Gates P.L.L.C.]

                                                                   June 19, 1997

CD Radio Inc.
Sixth Floor, 1001 22nd Street, N.W.
Washington, D.C. 20037

Ladies and Gentlemen:

                 We are delivering this opinion in connection with the
Registration Statement on Form S-3 (the "Registration Statement") of CD Radio
Inc. (the "Company") to be filed with the Securities and Exchange Commission
under the Securities Act of 1933, as amended (the "Securities Act"), with
respect to an aggregate of 9,061,740 shares of common stock, par value $0.001
per share, of the Company (the "Shares") to be resold by certain selling
stockholders named therein (the "Selling Stockholders").

                 We have examined and are familiar with originals or copies,
certified or otherwise identified to our satisfaction, of such documents,
corporate records and other instruments relating to the incorporation of the
Company and to the authorization and issuance of the Shares, and have made such
investigations of law, as we have deemed necessary and advisable.

                 Based upon the foregoing and having due regard for such legal
questions as we have deemed relevant, we are of the opinion that:

                 The 9,061,740 Shares, which will be issued to the Selling
                 Stockholders upon the conversion of the shares of 5% Delayed
                 Convertible Preferred Stock of the Company, have been duly
                 authorized, and, upon issuance in accordance with the terms of
                 the 5% Delayed Convertible Preferred Stock, will constitute
                 duly authorized, legally issued, fully paid and nonassessable
                 shares of common stock of the Company.

                 We hereby consent to the filing of this opinion as an exhibit
to the Registration Statement referred to above, and to the reference to our
firm in the Prospectus constituting a part of the Registration Statement.


                                        Very truly yours,

                                        /s/ Bogle & Gates P.L.L.C.