Felecity W.
Never underestimate a good bra, or pair of undergarments (spanx, control top pantyhose, smoothing slip...) They will help smooth your overall look making your clothes fit better, and you will feel more confident as a result. Also stick to fabrics with structure, try to stay away from clingy stretchy fabric. Not only do they tend to look cheap, they also show off every bump.
If you want to wear a dress maybe something with a similar shape to these would work?
http://www.jcpenney.com/jcp/X6.aspx?GrpTyp=PRD&ItemID=1e3bd85&deptid=70656&dep=WOMEN&catid=80145&pcat=WOMEN&cat=Dresses&NOffset=0&x5view=1&pcatid=70656&Ne=4294957900+29+3+23+1031+1490+8+1545&N=4294936942&SO=0&cattyp=RLE&Nao=126&PSO=0&bcCat=3&CmCatId=70656|80145
http://www.jcpenney.com/jcp/X6.aspx?GrpTyp=PRD&ItemID=1e4d9eb&deptid=70656&dep=WOMEN&catid=80145&pcat=WOMEN&cat=Dresses&NOffset=0&x5view=1&pcatid=70656&Ne=4294957900+29+3+23+1031+1490+8+1545&N=4294936942&SO=0&cattyp=RLE&Nao=210&PSO=0&bcCat=3&CmCatId=70656|80145
Something like this would be very Jackie O/Michelle Obama and if you are into vintage fashion, this is a fun way to modernize it.
http://www.jcpenney.com/jcp/X6.aspx?GrpTyp=PRD&ItemID=1e4dc39&deptid=70656&dep=WOMEN&catid=80145&pcat=WOMEN&cat=Dresses&NOffset=0&x5view=1&pcatid=70656&Ne=4294957900+29+3+23+1031+1490+8+1545&N=4294936942&SO=0&cattyp=RLE&Nao=231&PSO=0&bcCat=3&CmCatId=70656|80145
At a wedding I went to recently someone was wearing something like this and it looked very flattering on her even though she is maybe 15 pounds overweight.
http://www.jcpenney.com/jcp/X6.aspx?GrpTyp=PRD&ItemID=1e1476d&deptid=70656&dep=WOMEN&catid=80145&pcat=WOMEN&cat=Dresses&NOffset=0&x5view=1&pcatid=70656&Ne=4294957900+29+3+23+1031+1490+8+1545&N=4294936942&SO=0&cattyp=RLE&Nao=168&PSO=0&bcCat=3&CmCatId=70656|80145
Posts by Felecity W.
You could try doing something like this project
http://www.cutoutandkeep.net/projects/tshirt_rose_dress
If you know how to sew Yo-Yo's (typically used on quilts) you could cover it in that or in petal/scale shapes that overlap. I saw a dress like that once and it was amazing.
If all else fails there is always tie dye!
Try using a seam ripper to sever the threads that hold the dress and cups together. Without a picture this is the best advice I have...If the cups are sewn into their own "holders" similar to a bikini top I would just rip the seam from along the side, until you have a hole big enough to remove the pad then simply sew up the hole.
Maybe you could use a black tube top as a base and add one of the ruffles so it goes around your arms but hangs off your shoulders? Here is a pic to show what I mean.
Or maybe something like this?
http://www.newdressaday.com
This woman gets dresses for $1 from thrift stores then makes them modern. Very good ideas on here!
here is a link to make your own plaster masquerade mask.
http://www.threadbanger.com/tb-projects/episode/THR_20091023/make-a-masquerade-mask-threadbanger-projects
You could try finding a dress at a thrift store and deconstructing it. Maybe sew two diff dresses together and make something truly one of a kind.