MOVE AS QUIET AS A MOUSE : DISNEY INHABITS FORMER TOP-SECRET PLANT.

Byline: Dave McNary Daily News Staff Writer

Walt Disney Co., with no fanfare, has moved several hundred animators into one of the buildings once occupied by Lockheed's top-secret ``Skunk Works'' division in Burbank.

Disney signed a lease on the Thornton Avenue building last year with M. David Paul Development LC and began operations at the four-story site in December. The 196,280-square-foot building had not been occupied since June 1994, when Lockheed vacated it as one of the last moves of aerospace operations out of Burbank to Palmdale and Marietta, Ga.

Lockheed, which became Lockheed Martin Corp. in 1995, used the building primarily for warehousing, shipping and administration for its Advanced Development Corp., better known as Skunk Works. The division's projects included the U-2 and SR-71 spy planes and the F-117A stealth fighter.

Burbank-based Disney has chosen to give the facility a low profile, with no name selected for it and no outside sign indicating that Disney occupies it.

Santa Monica-based M. David Paul, which bought the property from Lockheed Martin in 1995, has renovated the building with exteriors of glazed glass and aluminum paneling. It has also built a three-story parking structure for several hundred cars and is finishing work on two adjacent buildings - a 22,000-square-foot gym-restaurant and an 11,000-square-foot theater.

The renovation was funded through Thornton Skunkworks, a limited partnership which recently received a $28.5 million mortgage funding construction loan from the Union Labor Life Insurance Co. of Washington, D.C. Union Labor Life has dubbed the project ``Skunkworks Studio.''

George Garfield, Disney's vice president of corporate real estate, said the move is part of Disney's 18-month-old strategy to expand its real estate holdings and leases in the Burbank-Glendale area, where it employs between 8,000 and 9,000 people.

Garfield said the animation operations in the Thornton Avenue facility are run by Disney's animation headquarters on Riverside Drive. In contrast with the former Skunk Works' low profile, the animation facility includes a 40-foot-tall sorcerer's hat, similar to the one worn by Mickey Mouse in ``Fantasia,'' atop the entrance.

Before the two new facilities were opened, animation work was performed at a variety of smaller locations in Burbank and Glendale.

Garfield said Disney does not plan to occupy the theater or gym-restaurant buildings when they are completed. Representatives of M. David Paul had no comment on who the tenants will be.

The former Skunk Works building, located just east of the Burbank-Glendale-Pasadena Airport Hilton Hotel, was formerly known as Building 90.

The move of some Disney animators to an upgraded facility comes at a time when rival studios are ramping up their activities to chip away at Disney's dominance in the field, with competitors such as upstart DreamWorks SKG luring away animators with higher salaries.

Disney's ``Hercules,'' its 35th animated movie, is expected to be a blockbuster when released this June, and the entertainment giant has eight other projects in the works, including the computer-animated ``Bugs'' and a revamped ``Fantasia.''