You got it bad my friend. I'm with Grizzly in saying tell her. Its that good ole saying "leap of faith".... It will drive you mad if you dont. I will also comment on the holding her back comment you talked about. If you are talking about sucess in school, finances, etc as a merit of the person you are you might want to step back and take another look. I know some very sucessfull people that has a personality of a brick and the morals of a Mexican drug loard. Where you go inlife has no bearings on the person you are. Aparently she enjoyes your company and the person you are or she wouldent spend as much time with you. Give yourself some credit bud... there is something there that makes her want to be around you. I can speak from personal expierance about the one thinking they donet deserve the other (or think they will hold them back). My wife said the very same thing to me many years ago. To be honest it really confused me ... "her" being the most increadible woman I have ever meet thought I deserved better than her. At the time she didn't have any direction and didnt know what she wanted from life. I on the other hand had made up my mind where I was going and was solid on it. Well looking back (7 yrs now) the picture has changed big time. I have stayed on my carrier path and she found hers. Now she makes more money than I do and has a important job for the goverment and constantly wins awards for all the things she does above and beyond her call of duity. So try not to judge yourself so harshly. LOL... now im rambeling. Long and short... talk to her. Let her know your fealings and lay the cards on the table. Most likely you will find your fears where no more than the boogie man in the closset. Good luck.