Be friends - it is always good to have a friend you enjoy being around. Don't feel funny about him saying other girls are pretty - it doesn't mean he thinks you aren't, that's just your own insecurity. It is just a guy kinda thing to do.(I like guys - most of my good freinds in school and life have been guys - heck, I even married a guy!) You can always join the conversation by offering your opinion, or asking him what he thinks is pretty about whatever girl, or pointing out guys you think are cute.