SEC Company Response from CEL SCI CORP (CVM) (CIK 0000725363) (CVM) — Feb 29, 2012

CEL SCI CORP (CVM) (CIK 0000725363)
Date: Feb. 29, 2012 · CIK: 0000725363 · Accession: 0001004878-12-000051

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File numbers found in text: 001-11889

Date

February 29, 2012

Author

<PAGE>

Form

CORRESP

Company

CEL SCI CORP (CVM) (CIK 0000725363)

Letter

Re: Cel-Sci Corporation Schedule 14A File No. 001-11889

CEL-SCI CORPORATION 8229 Boone Blvd., Suite 802 Vienna, Virginia 22182 (703) 506-9460

February 29, 2012

Johnny Gharib Securities and Exchange Commission 100 F Street, NE Washington, DC 20549

In reference to the Company's amended proxy statement filed with the Commission on February 28, 2012, Cel-Sci Corporation (the "Company") acknowledges the following:

o the Company is responsible for the adequacy and accuracy of the disclosure in the filing;

o staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and

o the Company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Sincerely,
/s/ Patricia B. Prichep
--------------------------------
Patricia B. Prichep, Senior Vice
President of Operations
<PAGE>

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<DOCUMENT>
<TYPE>CORRESP
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>
                               CEL-SCI CORPORATION
                           8229 Boone Blvd., Suite 802
                             Vienna, Virginia 22182
                                 (703) 506-9460

                                February 29, 2012

Johnny Gharib
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549

      Re:   Cel-Sci Corporation
            Schedule 14A
            File No. 001-11889

     In  reference  to the  Company's  amended  proxy  statement  filed with the
Commission  on  February  28,  2012,   Cel-Sci   Corporation   (the   "Company")
acknowledges the following:

     o    the  Company is  responsible  for the  adequacy  and  accuracy  of the
          disclosure in the filing;

     o    staff  comments or changes to disclosure in response to staff comments
          do not foreclose the Commission from taking any action with respect to
          the filing; and

     o    the  Company  may  not  assert  staff  comments  as a  defense  in any
          proceeding initiated by the Commission or any person under the federal
          securities laws of the United States.

                                        Sincerely,

                                        /s/ Patricia B. Prichep
                                        --------------------------------
                                        Patricia B. Prichep, Senior Vice
                                        President of Operations
<PAGE>
</TEXT>
</DOCUMENT>

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