He wants to tell her that it would be alright even if she was fishing for compliments, but he doesn't. He looks up.

"Aside from the fact that you're beautiful? Every inch of you?" He includes the scars, the weight he knows she doesn't love carrying, every part of it. "For a long time I've been...terrified of letting anyone close to me. But when its you, I find that I don't think about that at all."