You guys are both too busy talking and not listening.

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Here are some of the problems:

1.) You do not know what kind of paneling it is. Is it real wood or plywood with a picture of wood on it? If it is just a picture of wood on Mylar, forget sanding for sure and your chances of success aren't good no matter what.

2.) Rocketman, a latex paint over unprimed or unconsolidated wood will lead to big problems with raised grain after the paint dries. Without another sanding to knock down the bumps, you stand no chance of getting a smooth surface without SEVERAL coats of poly or something and there is no need for this. A coat of shellac or a shellac based primer/sealer will act as a consodidation coat. If you use straight shellac, the wood surface will still show. If you use a shellac based primer/sealer, it can be tinted as dp suggests.

3.) I know how I think that I would do this, but I don't KNOW FOR SURE what the surface is so I don't think that it's appropriate to give general instructions since general instructions don't cover every possibility. Dp you did give a great list of instructions, but not until you got a long way down the thread.

4.) The idea is to give HELPFUL and correct advise to the people asking the questions, not just show how much you know. Can we start over by asking what kind of paneling it is?

Henry in MI