10-K/A

                                     FORM 10-K
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
(Mark One)
  (X)                 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                       OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 30, 1995.

                                         OR
( )                 TRANSITION REPORT PURSUANT TO SECTION 13 OR
                    15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                to
 .

Commission file number 0-11503

                               CEL-SCI CORPORATION
               (Exact name of registrant as specified in its charter)

                  COLORADO                                   84-
0916344
        (State or other jurisdiction of                (I.R.S.
         Employer incorporation or organization)
         Identification No.)
         
         66 Canal Center Plaza, Suite 510
            Alexandria, Virginia
22314
(Address of principal executive offices)                     (Zip
Code)

         Registrant's telephone number, including area code: (703)
549 5293

         Securities registered pursuant to Section 12(b) of the Act:
None

                      Securities registered pursuant to Section 12(g)
                      of the Act:
                      
                       Common Stock, $.001 par value
                            (Title of Class)
                                    
    Indicate by check mark whether the registrant (1) has filed all
reports to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that
the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.  Yes  X  No

The aggregate market value of the voting stock held by non-affiliates of
the Registrant, based upon the closing sale price of the Common Stock on
December 22, 1995, as quoted on the NASDAQ System, was approximately
$13,910,000.  Shares of Common Stock held by each officer, director
and principal shareholder have been excluded in that such persons may
be deemed to be affiliates of the Registrant.
Documents Incorporated by Reference:   None
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of Registrant's knowledge, in definitive proxy
or information statements incorporated by reference in Part III of
this Form 10-K or any amendment to this Form 10-K. [X]
As of December 22, 1995, the Registrant had 5,338,244 shares of
Common Stock issued and outstanding.
                                PAGE 1 OF     PAGES
                   EXHIBIT INDEX BEGINS ON PAGE
                                 
ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
FORM 8K
    (a)  See the Financial Statements attached to this Report.


         (b)  The Company did not file any reports on Form 8-K
         during the quarter ended September 30, 1995.
         
    (c)  Exhibits

         EX-27

SIGNATURES

Pursuant to the requirements of Section 13 of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly
authorized.
                                       CEL-SCI CORPORATION
Dated: August 22, 1996                 By: /s/ Maximilian de Clara
                                          Maximilian de Clara,
                                       President
                                        
                                        By: /s/ Geert R. Kersten
                                          Geert R. Kersten, Chief
                                          Operating Officer


Pursuant to the requirements of the Securities Act of l934, this
Report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

Signature                             Title                     Date
/s/ Maximilian de Clara       Director and Principal   August 22,1996
MAXIMILIAN DE CLARA           Executive Officer
/s/ Geert R. Kersten          Director, Principal     August 22, 1996
GEERT R. KERSTEN              Financial Officer
                        and Chief Executive
                              Officer
                                 
                             Director
MARK V. SORESI

/s/ F. Donald Hudson          Director                August 22, 1996
F. DONALD HUDSON

/s/ Edwin A. Shalloway        Director               August 22, 1996
EDWIN A. SHALLOWAY

EX-27

 

<ARTICLE> 5
<CIK> 0000725363
<NAME> CEL SCI CORPORATION
       
                             
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          SEP-30-1995
<PERIOD-END>                               SEP-30-1995
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<SECURITIES>                                   170,000
<RECEIVABLES>                                   77,314
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