I feel intimidated by this other girl?

I really like this guy, but he's always hanging around this really pretty girl. I don't know if they like each other, but she always makes me feel inferior because she's so gorgeous. She's got a perfect body and always seems to have perfectly matched clothes and she's really nice and smart too. I'm smart and have a great personality, but when I get around the guy that I like I always feel kinda on the ugly side and wonder if he could ever like a girl like me... Do I have a chance at all? What do I do? I don't want to make him feel uncomfortable if I acted as though I like him a lot, but what if he likes this other girl and not me? I'm so confused right now....