A little scary...
So to begin I took the pads off the frame. They were velcroed on back so it wasn't a big deal. I seam ripped the bottom pad at the back edge, and then took our the original foam. I bought a role of 2" thick foam at hobby lobby with a coupon for 40% off, so I think it ended up being around $16. I traced the original foam onto the new roll and then cut it out.
I flipped the original cover inside out and then allowed for about a 1/2 inch seam around the edges, just kind of eye balling it. The suede I found at Joanns on clearance for $7 a yard. I think I used 2 or 2 1/2 yards. Every time I type yard, it comes out yeard. Then I have to backspace. Seriously.

I put right sides together and then just sewed the bottom piece leaving the back open. I put both pads back in, to give more padding and because I allowed a larger seam.

I did the same for the top piece. Stitched right sides together, but only put the new pad in. Then machine stitched the bottom. I marked where I wanted the ribbon in the back and then hand stitched it on. To make the pad look 'puffy', seriously I don't even know what the term is, I just hand stitched front to back a bunch of times, pulling it tight each time until it gathered. I used a thicker thread so it wouldn't break, because you have to go through the pad. I also noticed I usually have a bunch of junk in the background of my photos, yeesh. I'll get to that.
And she's done! The whole project including paint and materials to recover was about $55. Huzzah. I painted the frame white after sanding, and let it dry before replacing the pads. The corners of the bottom piece I also hand stitched a little stitch so they were tight against the curve. I have still to complete the ottoman... another post for another day. :) Let me know what you think or if you have questions! (Sorry for the lack of step pictures)