<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>5
<FILENAME>form8kex10ooo8-16.txt
<DESCRIPTION>EXIHIBIT 10(OOO) EMPLOY AGREE. TALOR
<TEXT>

                                 EXHIBIT 10(ooo)




<PAGE>

                              EMPLOYMENT AGREEMENT


     This Employment  Agreement  ("AGREEMENT") is made by and between Eyal Talor
("EMPLOYEE") and CEL-SCI  Corporation  ("CEL-SCI" or "the Company") as of August
31, 2016 (the "Effective Date").

                                    RECITALS

     EMPLOYEE has been an EMPLOYEE of CEL-SCI since March 16, 1994.  CEL-SCI and
EMPLOYEE  wish to set forth in this  AGREEMENT  the terms and  conditions  under
which EMPLOYEE is to be employed by CEL-SCI from the date of execution forward.

     In consideration of EMPLOYEE's  agreement to continue providing services to
CEL-SCI,  CEL-SCI's agreement to employ EMPLOYEE on the terms and conditions set
forth herein and the mutual  agreements  set forth  herein,  the parties  hereto
agree as follows:

1. Term And Nature Of Employment

     CEL-SCI  hereby  employs  EMPLOYEE as Chief  Scientific  Officer of CEL-SCI
commencing  on the  Effective  Date of this  AGREEMENT  and ending on August 31,
2019,  unless said period of employment (the "Employment  Period") is terminated
earlier in accordance  with the terms of this  AGREEMENT.  Thereafter,  EMPLOYEE
shall be employed on an at-will  basis and may  terminate  and may be terminated
from  his  employment  with or  without  cause.  EMPLOYEE  hereby  accepts  such
employment  and  agrees to devote his full  business  time and  attention,  best
efforts,  energy and skills to the  business  and affairs of  CEL-SCI.  EMPLOYEE
agrees to perform  such other duties as may from time to time be assigned to him
by the Chief  Executive  Officer or the Board of  Directors of CEL-SCI and shall
act at all times in  accordance  with the best  interests  of CEL-SCI.  EMPLOYEE
agrees that he shall comply with all  applicable  governmental  laws,  rules and
regulations  and  with  all of  CEL-SCI's  policies,  rules  and/or  regulations
applicable to the employees of CEL-SCI.

2. Wage Compensation

     2.1  EMPLOYEE  shall be  compensated  on the basis of an  annual  salary of
$303,453,  less applicable withholding taxes. Increases in salary, if any, shall
be made at the sole discretion of the Board of Directors of CEL-SCI.  Nothing in
this paragraph 2.1 shall be construed to limit CEL-SCI's right to terminate this
AGREEMENT in accordance with the terms hereof.

     2.2 Payment.

     Salary payments will normally be made to EMPLOYEE semi-monthly or otherwise
in  accordance  with  CEL-SCI's  pay period  practices  applicable  to executive
officers.

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<PAGE>

3. Other Benefits.

     3.1 During the Employment Period, EMPLOYEE shall be entitled to receive any
other benefits which are provided to CEL-SCI's  executive officers or other full
time Employees,  in accordance with CEL-SCI's policies and practices and subject
to EMPLOYEE's satisfaction of any applicable condition of eligibility.

     3.2  Reimbursement  of Expenses.  CEL-SCI shall reimburse  EMPLOYEE for all
reasonable  business expenses incurred by EMPLOYEE on behalf of CEL-SCI provided
that: (i) such reasonable  expenses are ordinary and necessary business expenses
incurred on behalf of CEL-SCI,  and (ii) EMPLOYEE provides CEL-SCI with itemized
accounts,  receipts and other  documentation for such reasonable expenses as are
reasonably required by CEL-SCI. Any expenses found not to be reasonable business
expenses  by the  auditors or the IRS will be  reimbursed  to the Company by the
EMPLOYEE.

4. Former Employment

     No Conflict.  EMPLOYEE  represents  and  warrants  that the  execution  and
delivery by him of this AGREEMENT, his employment by CEL-SCI and his performance
of  duties  under  this  AGREEMENT  will  not  conflict  with  and  will  not be
constrained by any prior employment or consulting agreement or relationship,  or
any other contractual obligations.

5. Termination

     5.1.a.  Termination  of AGREEMENT  Due to Death or  Disability.  EMPLOYEE's
employment and this AGREEMENT  shall  terminate upon  EMPLOYEE's  death.  In the
event that EMPLOYEE's  employment ends due to his death,  CEL-SCI's  obligations
under this AGREEMENT shall immediately  cease,  except that the EMPLOYEE's legal
representatives shall be entitled to receive all compensation  otherwise payable
to  EMPLOYEE  through  the last day of the month in which the  EMPLOYEE's  death
occurred.  If EMPLOYEE dies while  employed by CEL-SCI,  any options or stock of
the Company then owned by EMPLOYEE  shall  automatically  accelerate  and become
fully vested.  This provision shall not otherwise  limit any benefits  available
under CEL-SCI's  benefit plans. The exercise period of any stock options held by
EMPLOYEE at his death will be extended  pursuant to the  provisions of any stock
option plan or agreement pursuant to which the options were granted.

     5.1.b. If EMPLOYEE becomes mentally or physically incapacitated or disabled
so as to be unable to  perform  EMPLOYEE's  duties  under  this  agreement,  the
AGREEMENT shall terminate as well.  Employee's  inability to adequately  perform
services under this AGREEMENT for a period of ninety (90)  consecutive days will
be  conclusive  evidence of such mental or physical  incapacity  or  disability,
unless such  inability to adequately  perform such services under this AGREEMENT
is pursuant  to a mental or physical  incapacity  or  disability  covered by the
Family Medical Leave Act ("FMLA").  If EMPLOYEE  becomes disabled while employed
by CEL-SCI,  any options or stock of the  Company  then owned by EMPLOYEE  shall
automatically  accelerate  and become fully  vested.  This  provision  shall not

                                       2
<PAGE>

otherwise limit any benefits  available under CEL-SCI's  benefit plans.  CEL-SCI
shall also extend the period of  exercisability  of those stock  options to four
years, or the natural expiration of the stock options, whichever is later.

     5.2  "Termination  for Cause".  Notwithstanding  anything  to the  contrary
herein,  EMPLOYEE's  employment  and this AGREEMENT may be terminated by CEL-SCI
upon written notification upon the occurrence of any of the following:

            a. Willful misconduct that has a material adverse effect on
CEL-SCI's operations, prospects, and business.

            b. Acts of fraud against CEL-SCI.

            c. EMPLOYEE breaches any of the terms or conditions set forth in
this AGREEMENT and EMPLOYEE fails to cure such breach within 30 days after
EMPLOYEE's receipt from CEL-SCI of written notice of such breach, which notice
shall describe in reasonable detail CEL-SCI's belief that EMPLOYEE is in breach
hereof (notwithstanding the following, no cure period shall be applicable to
breaches by EMPLOYEE of paragraphs 6 and 7 or to the extent CEL-SCI has provided
EMPLOYEE more than 2 notices of substantially the same breach within any 12
month period).

     In the event that EMPLOYEE's employment is terminated with cause by CEL-SCI
pursuant to this paragraph 5.2 of this AGREEMENT, CEL-SCI obligations under this
AGREEMENT shall immediately cease.

     Termination  of EMPLOYEE  pursuant to this section 5.2 shall be in addition
to and without  prejudice  to any other right or remedy to which  CEL-SCI may be
entitled at law, in equity, or under this AGREEMENT.

     5.3 Constructive Termination.

     If during the period  commencing on the date that is 12 months prior to the
occurrence  of a Change  in  Control  and  ending  on the date that is 48 months
following a Change in Control, (i) the Company terminates Employee's employment,
or other  than for  cause,  the  Employee  terminates  his  employment  with the
Company,  or (ii) the Employee terminates his employment for Good Reason (both a
"Constructive Termination"), then;

     o    all stock options  under any Company Stock Option Plan which  Employee
          holds at the time of such Constructive  Termination shall become fully
          vested;

     o    the  Company  will  extend the  expiration  date of the stock  options
          referred  to above to a date which is four years  after the  effective
          date of the  Employee's  resignation,  unless the  expiration  date is
          after such  four-year  period,  in which case the original  expiration
          date will control;

     o    all  outstanding  restricted  stock,  which is the subject of an Award
          Agreement  pursuant to the Company's 2014 Incentive  Stock Bonus Plan;
          shall vest; and

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<PAGE>

     o    all  restrictions  pertaining  to  any  award  made  pursuant  to  the
          Company's  2014  Incentive  Stock  Bonus Plan shall  lapse and have no
          further   force  and  effect,   including  the  failure  to  meet  the
          Performance  Criteria set forth in the Award Agreement pursuant to the
          Company's 2014 Incentive Stock Bonus Plan.

     For purposes of the above:

             "Change of Control" shall mean a change in ownership or control of
the Company affected through any of the following transactions:

     a. a merger,  consolidation  or  reorganization  approved by the  Company's
stockholders, unless securities representing more than 50% of the total combined
voting  power  of  the  voting  securities  of  the  successor  corporation  are
immediately  thereafter  beneficially  owned,  directly  or  indirectly,  and in
substantially  the same proportion,  by the persons who  beneficially  owned the
company's  outstanding voting securities  immediately prior to such transaction,
or

     b.  any  stockholder-approved  transfer  or  other  disposition  of  all or
substantially all of the Company's assets, or

     c. The  acquisition  by any  individual,  entity  or  group  of  beneficial
ownership  (within the meaning of Rule 13d-3  promulgated  under the  Securities
Exchange Act of 1934, as amended) of 20% or more of the Company's either (1) the
then  outstanding  shares of common  stock of the  Company  or (2) the  combined
voting power of the then outstanding  voting  securities of the Company entitled
to vote in the election of directors, or

     d. a change in the  composition  of the Board  over a period of  thirty-six
(36) months or less such that a majority of the Board members ceases,  by reason
of one or more  contested  elections  for Board  membership,  to be comprised of
individuals  who  either  (A) have been  Board  members  continuously  since the
beginning of such period or (B) have been  elected or nominated  for election as
Board  members  during  such  period  by at least a  majority  of Board  members
described in clause (A) who were still in office at the time the Board  approved
such election or nomination.

            Good Reason means: (a) a reduction in the Employee's compensation
(including benefits); or (b) the Employee being assigned any duties which are
materially inconsistent with the duties of the Employee immediately prior to the
occurrence of the Constructive Termination; or (c) the office at which the
Employee performs his duties is more than 10 miles from the office at which the
Employee performed his duties immediately prior to the occurrence of the
Constructive Termination.

            In the event a Constructive Termination has occurred EMPLOYEE shall,
in his sole discretion, provide Company with his written notice of resignation
to be effective not less than 30 days after receipt by Company, whereupon
EMPLOYEE shall cease to be employed by the Company and both parties shall be
relieved of further responsibility or liability to the other under this
Agreement, other than as provided in this AGREEMENT. Upon receipt of such notice

                                       4
<PAGE>

of resignation, Company shall promptly pay to EMPLOYEE by certified check, wire
transfer funds, or other form of payment reasonably acceptable to EMPLOYEE, a
lump sum amount equal to 18 months salary of the EMPLOYEE at such compensation
rate as is then in effect under the terms of this Agreement and any extension or
renewal thereof (the "Payment"), or the value of the remaining employment
contract, whichever is greater. The Payment shall not have deducted from it any
charges, expenses, debts, set-offs or other deductions of any kind whatsoever
except for required taxes.

     5.4 In the event of a  Constructive  Termination,  the  Company  shall also
provide the following benefits to EMPLOYEE:

            a. The EMPLOYEE's existing coverage under the Company's group health
plan (and, if applicable, the existing group health coverage for eligible
dependents) will end on the last day of the month in which the eligible
EMPLOYEE's employment terminates. The eligible EMPLOYEE and his eligible
dependents may then be eligible to elect temporary continuation coverage under
the Company's group health plan in accordance with the Consolidated Omnibus
Budget Reconciliation Act of 1985, as amended ("COBRA"). The eligible EMPLOYEE
(and, if applicable, his eligible dependents) will be provided with a COBRA
election form and notice which describe his rights to continuation coverage
under COBRA. If an eligible EMPLOYEE elects COBRA continuation coverage, then
the Company will pay for COBRA coverage (such payments shall not include COBRA
coverage with respect to the Company's Section 125 health care reimbursement
plan) for (i) eighteen (18) months, or (ii) the maximum period permitted under
COBRA. If EMPLOYEE does exhaust the applicable COBRA period, the Company will
reimburse EMPLOYEE for the cost of an individual health insurance policy in an
amount not to exceed the amount of the monthly COBRA premium previously paid by
the Company pursuant to this paragraph for the remainder of the two year period
following EMPLOYEE's termination of employment. After such period of
Company-paid coverage, the eligible EMPLOYEE (and, if applicable, his eligible
dependents) may continue coverage at his own expense in accordance with COBRA or
other applicable laws. No provision of this agreement will affect the
continuation coverage rules under COBRA. Therefore, the period during which the
eligible EMPLOYEE must elect to continue the Company's health plan coverage
under COBRA, the length of time during which COBRA coverage will be made
available to the eligible EMPLOYEE, and all the eligible EMPLOYEE's other rights
and obligation under COBRA will be applied in the same manner that such rules
would apply in the absence of the Plan. In the event, however, an EMPLOYEE
becomes eligible for benefits under another plan prior to the expiration of the
period in which the Company is paying benefit premiums, the Company shall no
longer be obligated to pay such benefit premiums. The EMPLOYEE is required to
notify the Company of eligibility for benefits under another plan and is
expected to enroll in the new group plan at the first eligible opportunity
unless EMPLOYEE chooses, at EMPLOYEE's sole expense, to continue COBRA benefits
through the Company. If EMPLOYEE fails to notify the Company of EMPLOYEE's
eligibility for alterative benefits, the Company shall have the right to
discontinue payment of COBRA premiums upon thirty (30) days' notice to EMPLOYEE.
In no event shall a cash payment be made to EMPLOYEE in lieu of the payment of
COBRA premiums. The payment of COBRA premiums by the Company shall not extend
the maximum eligible COBRA coverage period.

                                       5
<PAGE>

            b. Outplacement Services. The Company will make available to
EMPLOYEE, upon his request, outplacement services provided by a reputable
outplacement counselor selected by the Company for a period of nine months
following termination. The Company will assume the cost of all such outplacement
services. In no event will a cash payment be made in lieu of outplacement
benefits.

6. Confidentiality

     6.1 In view of the fact that the EMPLOYEE's work for the Company will bring
his into close contact with many confidential affairs of the Company not readily
available to the public, the EMPLOYEE agrees:

            6.1.1 To keep secret and retain in the strictest confidence, all
confidential matters of the Company, including, without limitation, inventions
and related proprietary information, trade secrets, patents, customer lists,
methods, scientific results and related documentation in connection with any
research and development undertaken by, or at the direction of, the Company,
confidential pricing policies, confidential utilization review protocols and
screens, confidential and proprietary operational methods and other confidential
and proprietary business affairs and plans of the Company and its affiliates,
learned by his heretofore or hereafter; and not to disclose them to anyone
outside the Company, except in the course of performing his duties hereunder or
with the Company's express written consent; and

            6.1.2 To promptly deliver to the Company upon the termination of his
employment with the Company, or at any time the Company may so request, all
memoranda, notes, records, reports, manuals, and other documents (and all copies
thereof) relating to the Company's business and all property associated
therewith, which he may then possess or have under his control.

     6.2 If the EMPLOYEE commits a breach,  or threatens to commit a breach,  of
any of the  provisions  of  Section  6.1  hereof,  the  Company  shall  have the
following rights and remedies:

            6.2.1 The rights and remedy to have the provisions of this Agreement
specifically enforced by any court of competent jurisdiction, it being
acknowledged that any such breach or threatened breach shall cause irreparable
injury to the Company, and that money damages shall not provide a complete and
adequate remedy to the Company;

     Each of the rights and remedies  enumerated  above shall be  independent of
the  other  and  shall be  severally  enforceable,  and all of such  rights  and
remedies  shall be in  addition  to,  and not in lieu of,  any other  rights and
remedies available to the Company under law or in equity.

7.  Non-Competition and  Non-Solicitation of  Employees/Inventions,  Patents and
Copyrights

     7.1 EMPLOYEE  agrees and promises  that if his  employment  is  terminated,
then,  for the  period of time  described  below,  he will not be engaged in any
other business or as a consultant to or general  partner,  employee,  officer or
director of any partnership,  firm, corporation, or other entity, or as an agent
for any person, or otherwise,  if: (1) such other business,  partnership,  firm,
corporation,  entity  or  person  is  engaged  in  for-profit  activity  in  the

                                       6
<PAGE>

pharmaceutical  industry  within the United States and competes with the Company
in the field of  natural  cytokine  mixtures  for the  treatment  of any  cancer
indication the Company is pursuing in clinical  trials;  and (2) EMPLOYEE either
(a) is a senior officer of such other business,  partnership, firm, corporation,
entity or person; or (b) participates in or directs the development of drugs for
the treatment of cancer for such other business, partnership, firm, corporation,
entity or  person.  This  agreement  to refrain  from  engaging  in  competitive
activities shall continue for the period during which the Company is required by
the terms of paragraphs 5.2 or 5.3 of this Agreement to make salary  payments to
EMPLOYEE  following his termination  (i.e.,  eighteen (18) months in the case of
Constructive Termination under paragraph 5.3), or for 2 years in the case of the
EMPLOYEE's resignation or termination pursuant to Section 5.2.

     7.2 The EMPLOYEE  further agrees and represents  that during the EMPLOYEE's
employment by the Company and during the period in which  EMPLOYEE is subject to
the  Non-Competition  provisions  of this  AGREEMENT,  the  EMPLOYEE  will  not,
directly or indirectly, on the EMPLOYEE's own behalf or in the service of, or on
behalf of any other individual or entity,  divert, or attempt to divert, solicit
or hire away,  to or for any  individual or entity which is engaged in providing
business  services,  any person  employed  by the  Company,  whether or not such
EMPLOYEE is employed  pursuant  to a written  agreement  and whether or not such
EMPLOYEE is employed for a determined period or at-will.

     7.3 All inventions made by the EMPLOYEE during the employment  term,  which
inventions  apply to the Company's  business,  including any improvements to any
invention in existence as of the date of this Agreement, will be assigned to the
Company.  In the  event  any of  such  inventions  are of a  patentable  nature,
EMPLOYEE  agrees to apply for a patent on the  invention  and  assign any patent
rights relating to the invention to the Company. The Company will bear the costs
of any such patent applications.

     7.4 EMPLOYEE  understands  that the Company's duties may involve writing or
drafting various documents, for the Company. EMPLOYEE hereby assigns any and all
rights  to such  documents  to the  Company,  together  with the right to secure
copyright  therefor and all extensions and renewals of copyright  throughout the
entire  world.  The Company  shall have the right to make any and all  versions,
omissions,  additions,  changes,  specifications  and adaptions,  in whole or in
part, with respect to such documents, brochures or publications.

8. Notices.

     All  notices,  requests,  consents  and other  communications,  required or
permitted to be given hereunder, shall be in writing and shall be deemed to have
been  duly  given  if  delivered   personally  or  sent  by  prepaid  electronic
transmission or mailed first-class,  postage prepaid, by registered or certified
mail or delivered by an overnight  courier  service  (notices sent by electronic
transmission,  mail or courier service shall be deemed to have been given on the
date sent, or to such other address as either party shall designate by notice in
writing to the other in accordance herewith).

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<PAGE>
9. Arbitration

     The parties agree that any and all disputes that they have with one another
which arise out of EMPLOYEE's  employment  or under the terms of this  AGREEMENT
shall be resolved through final and binding  arbitration,  as specified  herein.
This shall include,  without  limitation,  disputes  relating to this AGREEMENT,
EMPLOYEE's  employment  by the Company or the  termination  thereof,  claims for
breach of contract or breach of the covenant of good faith and fair dealing, and
any claims of discrimination  or other claims under any federal,  state or local
law or regulation  now in existence or  hereinafter  enacted and as amended from
time to time concerning in any way the subject of EMPLOYEE's employment with the
Company or its termination.  The only claims not covered by this paragraph 9 are
claims  for  benefits  under  the  workers'  compensation  laws  or  claims  for
unemployment insurance benefits,  which will be resolved pursuant to those laws,
or the Company's rights pursuant to Section 6.2.1,  which may be enforced by any
court of competent  jurisdiction.  Binding  arbitration will be conducted in the
Washington, D.C. metropolitan area, in accordance with the rules and regulations
of the American  Arbitration  Association.  Each party will bear one half of the
cost of the arbitration filing and hearing fees, and the cost of the arbitrator.
Each party will bear its own attorneys' fees,  unless  otherwise  decided by the
arbitrator.  EMPLOYEE  understands  and  agrees  that the  arbitration  shall be
instead of any civil  litigation  and that the  arbitrator's  decision  shall be
final and binding to the fullest extent  permitted by law and enforceable by any
court having jurisdiction thereof.

10. General.

     10.1 This Agreement shall be governed by, and enforced in accordance  with,
the laws of the Commonwealth of Virginia.

     10.2 The article and section  headings in this  Agreement are for reference
only and shall  not in any way  affect  the  interpretation  of this  Employment
Agreement.

     10.3 This Agreement sets forth the entire  agreement and  understanding  of
the parties  relating  to the subject  matter  hereof and  supersedes  all prior
agreements,  arrangements and  understandings,  written or oral, relating to the
subject matter hereof.

     10.4 This Agreement,  and the EMPLOYEE'S rights and obligations  hereunder,
may not be assigned by the EMPLOYEE.  The Company may assign this  Agreement and
its rights,  together with its  obligations,  hereunder in  connection  with any
sale,  transfer or other disposition of all or substantially all of its business
or assets subject to Section 5.3 hereof;  in any event,  the  obligations of the
Company  hereunder  shall be binding on its  successors  or assigns,  whether by
merger, consolidation of acquisition of all or substantially all of its business
or assets.

     10.5  This  Agreement  may be  amended,  modified,  superseded,  cancelled,
renewed or  extended,  and the terms  hereof  may be  waived,  only by a written
instrument  executed by both of the parties  hereto or, in the case of a waiver,
by the party  waiving  compliance.  The  failure of either  party at any time or

                                       8
<PAGE>

times to require  performance of any provision  hereof shall in no manner affect
the right at a later time to enforce the same.  No waiver by either party of the
breach of any term or covenant  contained in this Agreement,  whether by conduct
or otherwise, in any one or more instances,  shall be deemed to be, or construed
as, a further or continuing waiver of any such breach, or a waiver of the breach
of any other term or covenant in this Agreement.

11. Subsidiaries and Affiliates.

     As used herein,  the term "subsidiary"  shall mean any corporation or other
business  entity  controlled  by the  corporation  in  question;  and  the  term
"affiliate"  shall mean and include any  corporation  or other  business  entity
controlling,  controlled  by, or under common  control with the  corporation  in
question.

12. Survival.

     Sections  6 and 7 of  this  Agreement  shall  survive  termination  of this
Agreement for any reason.

     IN WITNESS  WHEREOF,  the parties have executed this Agreement as of August
31, 2016.

                                          CEL-SCI CORPORATION


                                          /s/ Geert Kersten
                                          ------------------------------------
                                          By: Geert Kersten,
                                              Chief Executive Officer



                                          EMPLOYEE


                                          /s/ Eyal Talor
                                          ------------------------------------
                                          Eyal Talor
</TEXT>
</DOCUMENT>
