Long ago a friend of mine made a picnic quilt using her UGLY fabric as batting. So I made one using 2-3 pieces of my UGLIEST cotton fabric, someone gave me the fabric trying to also get rid of it! :) Anyway I washed/dryed it, then sandwiched the UGLY stuff between 2 pieces I liked and quilted straight lines with the machine. Made a good quilt to sit on at the park, use as a tablecloth on those park tables, etc. Also got rid of that UGLY fabric. I have also done this with quilted tote bags. Worked then as well, but I have been trying to avoid the UGLY stuff as much as possible! Lol :)