What is the best way to paint over dark paneling
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https://www.todayshomeowner.com/video/how-to-fill-grooves-in-paneling-before-painting/
Prime first. Cover or fill holes? It's really really important that you tell us how big those holes are.
Clean,prime,and paint
You could skim the walls 2 times with drywall mud and sand or cap with thin drywall.
Easy Surface Prep. (ESP) then undercoat and topcoat...............Roller
If you want a solid wall, you will need to spackle first. After that, sand the paneling down with a fine grit sandpaper, then use a good primer and then paint..
Hi Michael. You can use a wood filler to cover the holes. Get a putty knife and fill the holes. Then wipe down and make sure the paneling is clean. I used a oil base primer first. It covered better for me than a latex base. Let that dry and then paint on your color. Good Luck!