89 Dak..what would you do??

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Simple question for you all....What would you do with this truck?

Its an 89 long bed Dakota. My grandpa has owned it, as is, since 1995-96 I believe. When he passed away in 2011, my uncle inherited it. He not longer needs it and is pasing it on to me since my dart is not currently runnin (and wont be for some time now)

its a stock 3.9 auto 2x4. not exactly in the best shape, the pics make it look better off than it is. gonna use it to tow around the car when needed, otherwise its a parts hauler and may pull a tent trailer down the road, nothing crazy. Apparently the PO before my grandpa pulled a 5th wheel with it (albeit, a SMALL 1) there are spots in the bed from the old hitch.

im getting it for next to nothing, im not even sure if hes gonna charge me for it. runs and drive but needs work.

So, with a long bed 89 Dak that needs to stay CA smog and streetable, what would you do to it?!