UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                 placeCityWASHINGTON, StateD.C. PostalCode20549

                                    FORM 8-K


                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

        Date of Report (date of earliest event reported): August 3, 2010


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



          Colorado                       0-11503                84-0916344
--------------------------        --------------------      -----------------
(State or other jurisdiction      (Commission File No.)       (IRS Employer
    of incorporation)                                       Identification No.)


                         8229 Boone Boulevard, Suite 802
                             Vienna, Virginia 22182
           ----------------------------------------------------------
          (Address of principal executive offices, including Zip Code)



       Registrant's telephone number, including area code: (703) 506-9460
                                                           --------------


                                       N/A
                         ------------------------------
          (Former name or former address if changed since last report)



<PAGE>


Item 8.01   Other Events

     In April 2007 CEL-SCI  Corporation  issued its Series M warrants to a group
of private investors.  The Series M warrants collectively entitle the holders to
purchase up to 10,021,667  shares of CEL-SCI's  common stock at a price of $2.00
per share. The Series M warrants expire on July 31, 2012.

     Laksya Ventures is the owner of 8,800,000  Series M Warrants.  On August 3,
2010  CEL-SCI's  Directors  approved an  amendment  to the terms of the Series M
warrants  held by Laksya  such that  Laksya  may  purchase  6,000,000  shares of
CEL-SCI's  common stock (as reduced from  8,800,000  shares) at a price of $0.60
per share.

     In  approving  the  amendment  to  Laksya's  Series M  warrants,  CEL-SCI's
Directors determined that reducing the number of CEL-SCI's  outstanding warrants
would be beneficial.

     CEL-SCI will file with the Securities and Exchange  Commission a prospectus
supplement  to its shelf  Registration  Statement  on Form S-3  registering  the
shares issuable upon the exercise of the Series M warrants.

     CEL-SCI  will  not pay any  commissions  with  respect  to the  sale of any
securities offered by the prospectus supplement.

Item 9.01   Financial Statements and Exhibits

      Exhibit Number          Description

          5                   Opinion of Counsel
         10(i)                Warrant Modification Agreement
         23(a)                Consent of Attorneys


                                       2
<PAGE>

                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


Date:  August 9, 2010               CEL-SCI CORPORATION



                                    By:  /s/ Patricia B. Prichep
                                        --------------------------------------
                                        Patricia B. Prichep
                                        Senior Vice President of Operations



                                       3
<PAGE>

                               CEL-SCI CORPORATION

                                    FORM 8-K

                                    EXHIBITS
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{"company-data": {"conformed-name": "CEL SCI CORP", "cik": "0000725363", "assigned-sic": "2836", "irs-number": "840916344", "state-of-incorporation": "CO", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-11889", "film-number": "101002118"}, "business-address": {"street1": "8229 BOONE BLVD .", "street2": "SUITE 802", "city": "VIENNA", "state": "VA", "zip": "22182", "phone": "7035069460"}, "mail-address": {"street1": "8229 BOONE BLVD.", "street2": "SUITE 802", "city": "VIENNA", "state": "VA", "zip": "22182"}, "former-company": {"former-conformed-name": "INTERLEUKIN 2 INC", "date-changed": "19880317"}}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                 placeCityWASHINGTON, StateD.C. PostalCode20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

        Date of Report (date of earliest event reported): August 3, 2010

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

          Colorado                       0-11503                84-0916344
--------------------------        --------------------      -----------------
(State or other jurisdiction      (Commission File No.)       (IRS Employer
    of incorporation)                                       Identification No.)

                         8229 Boone Boulevard, Suite 802
                             Vienna, Virginia 22182
           ----------------------------------------------------------
          (Address of principal executive offices, including Zip Code)

       Registrant's telephone number, including area code: (703) 506-9460
                                                           --------------

                                       N/A
                         ------------------------------
          (Former name or former address if changed since last report)
Item 8.01   Other Events

     In April 2007 CEL-SCI  Corporation  issued its Series M warrants to a group
of private investors.  The Series M warrants collectively entitle the holders to
purchase up to 10,021,667  shares of CEL-SCI's  common stock at a price of $2.00
per share. The Series M warrants expire on July 31, 2012.

     Laksya Ventures is the owner of 8,800,000  Series M Warrants.  On August 3,
2010  CEL-SCI's  Directors  approved an  amendment  to the terms of the Series M
warrants  held by Laksya  such that  Laksya  may  purchase  6,000,000  shares of
CEL-SCI's  common stock (as reduced from  8,800,000  shares) at a price of $0.60
per share.

     In  approving  the  amendment  to  Laksya's  Series M  warrants,  CEL-SCI's
Directors determined that reducing the number of CEL-SCI's  outstanding warrants
would be beneficial.

     CEL-SCI will file with the Securities and Exchange  Commission a prospectus
supplement  to its shelf  Registration  Statement  on Form S-3  registering  the
shares issuable upon the exercise of the Series M warrants.

     CEL-SCI  will  not pay any  commissions  with  respect  to the  sale of any
securities offered by the prospectus supplement.

Item 9.01   Financial Statements and Exhibits

      Exhibit Number          Description

          5                   Opinion of Counsel
         10(i)                Warrant Modification Agreement
         23(a)                Consent of Attorneys

                                       2
SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Date:  August 9, 2010               CEL-SCI CORPORATION

                                    By:  /s/ Patricia B. Prichep
                                        --------------------------------------
                                        Patricia B. Prichep
                                        Senior Vice President of Operations

                                       3
CEL-SCI CORPORATION

                                    FORM 8-K

                                    EXHIBITS