Clear the room of clutter and furniture. Spread drops cloths over the floors beneath the paneling. Drape plastic over objects that you're unable to remove from the work area.
Fill any cracks and holes in the paneling using paintable caulk and a quality nonshrinking spackle. Sand the wall lightly with 80-grit sandpaper from top to bottom. Sand the spackle thoroughly. Allow the caulk to dry.
Apply a quality oil-based primer using a 3/8-inch paint roller. Use a primer suitable for painting over paneling. Read the primer instructions for recommended drying time before painting over the primer.
Choose a latex semigloss paint, preferably in a white color, which will brighten the room, updating the look and feel of the paneling.
Fill in each vertical paneling seam with paint using a 2-inch nylon paintbrush. Avoid dripping paint by removing heavy paint buildup from each seam. Work from one side of the paneling to the other. Use the brush to fill in areas where the paneling meets the baseboard and window sills.
Use a 3/8-inch paint roller sleeve and roll the first coat of paint onto the paneling. Spread the paint evenly with the roller and work from one side of the paneling to the other. Move the roller all the way up to the top edge of the paneling and all the way down to the baseboard. Check for heavy paint or drips, and roll over them before the paint begins to dry.
Apply a second of paint, and possibly a third coat, after each coat of paint has dried. Read the recommendations on the paint can for recoat time. Dark brown '70s paneling may require up to three coats of paint. Flat finish paints may cover in only two coats.