Undecided Question

Help ????????????? :"(?

I'm 16 yrs old and I'm not a pretty girl to be honest I'm SOOOOOOOOO UGLY !!

i gave a bf , the problem is in me i don't think I'm worthy 'cause he is cute and I'm just UGLY , he have told me a million times i don't care about looks your pretty in my eyes but i know its just talk to make me feel better he swears and stuff that he doesn't care but what guy doesn't

and i feel like S**** when i like see pretty girls in the mall or on hi5 and facebook i feel like one day he'd call me up and say he found another PRETTY girl

i dunno how to make my self feel better about myself

I've starting to take care of my looks and skin and clothes