Judy..as for the walls I would get a drywall compound fill in the grooves in the paneling. You might need to do this twice,sand smooth so it blends in with the paneling. Then get some stainblocker,such as Kilz one coat or two depending on how dark the paneling is then paint it the color you'd like. Maybe two coats of the color you picked out. If it has wallpaper on it you need to get a spray bottle with water and start removing it. I personaly would'nt paint the wall that had wallpaper on it. Won't look right. your not going to get all the wallpaper off. If you do it'll take for ever.New paneling or re-wallpaper.