How can I upcycle an old quilting frame?

We have stretched lace or fabric on them and hung them on the wall as artwork.

I think they would look pretty on a wall with fabric or pretty paper stretched between them. Paper Source sells rolls of really pretty paper that would work well.

I love the idea of grouping a collection of them on a wall as a focal point above a fireplace or couch.

Instead of spending money trying to upcycle it, you might consider putting an ad under 'Free Items' in Craigslist. You never know, maybe there is someone who has been wanting a quilting frame but does not have the cash to buy one.

Donate it, and make someone's day a Happy one.

You could wrap it with canvas and paint a saying on the canvas. Tilt it up so it looks like a frame.