I could see her while panties between her legs and could make out the slight outline of her pussy lips and since the material was really thin, I could...actually see (at least I thought I could) the outline of her pussy. Now, keep in mind that I was about 16 and I think and Carla was still 15. Her mom was around 38 to 40 years old and at that time of my life, she was an old woman! I kept eyeballing her moms crotch and when she would laugh, her legs would spread just a little and she would lean. As she did this her cock was forced into my mouth until her balls pressed firmly against my chin. I gagged and pushed back, but she held me firm. When she did let me get some air, it was only for few seconds and then backing to throat went her cock. This time she slowly thrust with her hips every now and again letting me get some air. Each time was faster and harder. Then I heard the click of a cell phone camera.I looked up and she smiled down at me. “You wouldn’t want this picture to end up on. 'Oh he does does' she said Kathy, 'well I'm not sure as I thought it was just going to be me and you tonight Andy'. Andy looked at Kathy and began to explain things more to her,'Kathy' he said 'you know you've always wanted to have one of your sex sessions filmed,well Ted here said he would do that for us as long as he got to look at your tits'. Kathy looked now a bit shocked,she wasn't expecting Andy to remember this and was unsure if she wanted to be filmed on the first meeting,she sat there. “Come in”, she called from the bedroom. “Save me from running back and forth”. She took out a number of dresses and skirts and then without any further ‘a do’ began to undress, till she just stood in bra and panties. He smiled before commenting. “If I was the club manager I think what you are wearing would get a VIP entrance”. Whatever she thought he had no idea but she responded. “I am a bit fat but what you said was really nice Mick. I haven’t had such words of phrase for a long time”. He.