Rogers in all his entire life has never felt this bad and depressed. He has never ever felt this frustrated as he did not really know how to tell Berny about all the feelings that he had for her. The kind of feelings that he had developed for Berny were just so inexplicable.
The problem was not to tell her at that moment but the process was how to her that he actually loved her. As he was still thinking about all the kind of things that Berny might say after he will finally get to express all his feelings for her.
The feelings were just so difficult for him to explain because he could not stop being afraid of the kind of reaction that Berny could have.
He was just so afraid about loosing the friendship that he had suffered to keep with Berny. And he did not want to just end the friendship just like that simple because of the feelings that he had for her.