He looks up at her and there's a hint of confusion in his eyes.

"...y'don't look like much no more? Are y'bein' serious, darlin'?"

Doc shakes his head, a quiet sense of disbelief in the air.

"You...you are...the most beautiful woman I've ever laid eyes on. Everythin' about you is perfect, no matter what. Each time I lookit you, s'like m'seein' a fine piece of artwork, hundreds of little details that make...a masterpiece. You...you're beautiful, Kate. I mean that."