I thought this dress had some potential, and the first things to go were those sleeves, eww.
then i removed the front lace panel because someone had melted the lace and it was just a hard plastic blob right on the midriff, not pretty. i cut the lace down to match the lining and added some trim and recovered the center front bodice with lace i had left over from some other project. I added boning to the front and the back. I made the sleeves into an attached collar/shawl. Put cream satin bias binding around the back and sides of the dress to finish it. then i added cutout pieces of lace in the skirt to tie it all together. I think all in all it turned out pretty good.
It is for sale at my Etsy shop