U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                                        SEC File Number 0-11503
                                                       CUSIP Number 150-837-409

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

                                  (Check One):

[ ] Form 10-K  [ ] Form 20-F  [ ] Form 11-K  [X] Form 10-Q  [ ] Form N-SAR

For Period Ended: June 30, 2008
---------------------------------

     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:      N/A
---------------------------------

Part I - Registrant Information
---------------------------------

Full Name of Registrant:  Cel-Sci Corporation

Former Name if Applicable:  N/A

Address of Principal Executive Office (Street and Number)

    8229 Boone Blvd. #802

City, State and Zip Code

    Vienna, VA 22182





---------------------------------

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, or transition report or
portion thereof will be filed on or before the fifteenth calendar day following
the prescribed due date; or the subject quarterly report or transition report on
Form l0-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.

---------------------------------

Part III - Narrative
---------------------------------

      State below in reasonable detail the reasons why the Form 10-K, 20-F,
11-K, 10-Q, or N-SAR, or the transition report or portion thereof could not be
filed within the prescribed time period.

      The Company did not complete the disclosures required by Regulation S-K in
time so as to allow the filing of the report by August 14, 2008.

---------------------------------

Part IV - Other Information
---------------------------------

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

              William T. Hart          (303)                 839-0061
              -----------------        -----            ------------------
                 (Name)              (Area Code)        (Telephone Number)



                                       2




(2)  Have all other periodic  reports  required under Section 13 or 15(d) of the
     Securities Exchange Act of 1934 during the preceding l2 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.

                               CEL-SCI CORPORATION
                      ------------------------------------
                  (Name of Registrant as specified in charter)

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

Date: August 15, 2008                     By   /s/ Geert R. Kersten
                                               -------------------------------
                                              Geert R. Kersten,
                                              Chief Executive Officer


                                    ATTENTION

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