EXHIBIT 5







                                  June 4, 2001


CEL-SCI Corporation
8229 Boone Blvd., #802
Vienna, Virginia  22182


This letter will  constitute an opinion upon the legality of the sale by certain
selling shareholders of CEL-SCI Corporation, a Colorado corporation ("CEL-SCI"),
of  up to  8,200,800  shares  of  common  stock,  all  as  referred  to  in  the
Registration  Statement  on Form S-1 filed by CEL-SCI  with the  Securities  and
Exchange Commission.

We have examined the Articles of Incorporation, the Bylaws and the minutes of
the Board of Directors of CEL-SCI and the applicable laws of the State of
Colorado, and a copy of the Registration Statement. In our opinion, CEL-SCI was
authorized to issue the shares of stock mentioned above and such shares
represent fully paid and non-assessable shares of CEL-SCI's common stock.

Very truly yours,

HART & TRINEN

William T. Hart