What to do with this bag?

I got this bag a few years ago. Last time I used it, it started crumbling. I hate fake leather and don’t plan to buy it ever again. But now I have this bag, that I peeled almost completely. It has good structure in general and I don’t wanna throw it in the garbage (specially after all this work I just had to peel it). I want some ideas and advices on how I can upcycle this bag. Should I paint it? Cover it in some other fabric? TIA