He gets one look at her face and looks down. No laughter from that anymore. It's obviously a sensitive subject, and yeah, he's not touching that with a five foot pole. Or any pole. Just, not going to touch that one.

"No, it's okay." He waved his hand. "It just makes me feel like when I didn't have any powers, so it's okay." He looked up and gave her a small smile.

It reminded him of being weak, and helpless.