CEL SCI CORP — Regulatory Filings 2020

Apr 15, 2020

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CEL-SCI CORPORATION

8229 Boone Blvd. #802

Vienna, VA 22182

(703) 506-9460

April 15, 2020

Irene Paik

Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

Re:
Form
S-1
SEC
File No. 333-327623

CEL-SCI Corporation (the “Company”) requests that the effective date of the above captioned Registration Statement be accelerated to Monday, April 20, 2020 at 2:00 P.M. Eastern time, or as soon as practicable thereafter.

The Company understands that:

●

should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

●

the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

●

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

| Very
Truly Yours, |
| --- |
| CEL-SCI CORPORATION |
| /s/ Patricia B.
Prichep |
| Patricia
B. Prichep |
| Senior
Vice President of Operations |

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