UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 12b-25
                                                      
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                                                            * SEC FILE NUMBER *
                                                            *    0-14306      *
                  NOTIFICATION OF LATE FILING               *******************
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                                                            *   CUSIP NUMBER  *
                                                            *     458441300   *
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(CHECK ONE):  |__| Form 10-K  and  Form 10-KSB  |__|  Form 20-F   |__| Form 11-K
[x] Form 10-Q and Form 10-QSB |__| Form N-SAR

        For Period Ended:   December 31, 1997
        [  ]     Transition Report on Form 10-K
        [  ]     Transition Report on Form 20-F
        [  ]     Transition Report on Form 11-K
        [  ]     Transition Report on Form 10-Q
        [  ]     Transition Report on Form N-SAR
        For the Transition Period Ended: _______________________________________

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

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PART I -- REGISTRANT INFORMATION

Intercell Corporation
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Full Name of Registrant

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Former Name if Applicable

370 Seventeenth Street, Suite 3290
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Address of Principal Executive Office (STREET AND NUMBER)

Denver, Colorado  80202
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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)

       |  (a)      The reasons  described  in  reasonable  detail in Part III of
       |           this form could not be eliminated without unreasonable effort
       |           or expense;
       |  (b)      The subject annual  report,  semi-annual  report,  transition
       |           report  on Form  10-K,  Form  20-F,  11-K or Form  N-SAR,  or
       |           portion  thereof,  will be filed on or before  the  fifteenth
  [x]  |           calendar  day  following  the  prescribed  due  date;  or the
       |           subject quarterly report or  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.

PART III -- NARRATIVE

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

         Please See Attached.

PART IV -- OTHER INFORMATION

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

     Paul H. Metzinger                (303)                  592-1010
     -----------------             -----------          ------------------
         (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 report(s) been filed? If answer is no,
     identify report(s). [x] Yes |__| No

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(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? [x] Yes |__| 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.

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                              Intercell Corporation
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                  (Name of Registrant as Specified in Charter)

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

Date   February 13, 1998         By /s/ Paul H. Metzinger
                                    --------------------------------------------
                                    Paul H. Metzinger, Director, Chief Executive
                                    Officer and President

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).                       *
********************************************************************************

                              GENERAL INSTRUCTIONS

1.   This form is  required by Rule  12b-25 (17 CFR  240.12b-25)  of the General
     Rules and Regulations under the Securities Exchange Act of 1934.

2.   One signed  original and four conformed  copies of this form and amendments
     thereto  must be  completed  and filed  with the  Securities  and  Exchange
     Commission,  Washington,  D.C.  20549,  in accordance  with Rule 0-3 of the
     General Rules and Regulations  under the Act. The information  contained in
     or filed  with  the form  will be made a matter  of  public  record  in the
     Commission files.

3.   A manually  signed copy of the form and  amendments  thereto shall be filed
     with each national  securities exchange on which any class of securities of
     the registrant is registered.

4.   Amendments to the notifications  must also be filed on form 12b-25 but need
     not restate information that has been correctly  furnished.  The form shall
     be clearly identified as an amended notification.

5.   ELECTRONIC FILERS.  This form shall not be used by electronic filers unable
     to timely  file a report  solely  due to  electronic  difficulties.  Filers
     unable  to  submit  a  report  within  the time  period  prescribed  due to
     difficulties  in  electronic  filing  should comply with either Rule 201 or
     Rule  202 of  Regulation  S-T  (Section 232.201 or  Section 232.202 of this
     chapter) or apply for an  adjustment  in filing date pursuant to Rule 13(b)
     of Regulation S-T (Section 232.13(b) of this chapter).

PART III - NARRATIVE

     On June 6, 1997, the Registrant  acquired  approximately  90% of the issued
and  outstanding  common  stock  of  Sigma  7  Corporation  ("Sigma  7"),  which
previously had been a privately held company. Since the acquisition,  management
of the  Registrant has spent a substantial  amount of time and effort  regarding
Sigma 7 retaining  new  management,  evaluating  its product lines and arranging
financing needs.  Because of such matters,  the time necessary for management to
arrange and complete the appropriate books and records for the Sigma 7 audit has
taken longer than  anticipated.  As a result,  the Registrant has been unable to
complete in a timely manner the preparation of its Quarterly Report on Form 10-Q
for the quarter ended December 31, 1997.

PART IV - OTHER INFORMATION

3.   The Registrant  has previously  reported that net sales for the fiscal year
     ended  September  30,  1997 and  September  30,  1996 were  $7,729,000  and
     $3,405,000,   respectively,  and  that  net  losses  applicable  to  common
     stockholders for such periods were $18,013,000 and $6,908,000 respectively.
     While  the  Registrant  currently  is  unable  to  estimate  net  sales and
     operating  results for the quarter ended  December 31, 1997, the Registrant
     has no reason to believe that trends for the fiscal year will not continue.