He smiles back, because Ned's words put him at ease, and while he can't quite quiet down all the nerves that're coursing through his mind, he knows he can rest assured that, at the very least, Ned wants to be doing this. It isn't some kind of bizarre expression of pity, or something Ned's doing simply because it's expected, and that makes him feel better, less self-conscious. Although, of course, as Ned pushes his boxers down, he can't help the rush of anxious thoughts that come into his mind: what if he does something wrong and offends Ned somehow, what if he says something stupid (that seems very likely,) what if... what if...

It's pretty hard to keep worries like that in his mind, though, when Ned dips his head down and takes him into his mouth like that. He'd been intending to give some kind of response to Ned's disclaimer, something hopefully witty and reassuring at the same time, but he finds that there's absolutely nothing he can say. In fact, he can't even keep his eyes open, or contain the full body shiver that rolls over him. If this qualifies as not all that good, he's pretty sure he has no idea what good would qualify as, in Ned's book.

When he's finally able to regain the ability to speak, what he manages is a completely ineloquent "Wow... that's fucking... wow..." which he thinks he should probably have the good sense to be vaguely embarrassed about, but really isn't. Tentatively, he reaches down to run his fingers through Ned's hair, not tugging on it at all, just liking the feeling of it beneath his fingers.