He chose someone else over me..

Hey there everybody. I am new to the forum but am in need of some advice. Just kind of losing all hope in ever finding someone. So here's a little bit of backstory..

I've been single for 3 years. I have been played, used, disappeared on, told I'm just something until something better comes along...pretty much anything you can think of, besides finding someone who is actually serious and sincere!, it's happened to me. But somehow, I remain optimistic. How, I don't know..

So anyway, fast forward to winter of 2015. I ended up meeting this great guy. I had recently decided to take a break from dating, and he wasn't looking for anything serious so we agreed to have a casual relationship. Things went great for about 2 months....until I started developing feelings for him. I mean our friendship couldn't have been any better. We would get together about once a week, go out to dinner, hang out without having sex, I mean, it was great. So I weighed my options on telling him but ultimately, I decided to tell him one day. He took it better than I expected. Pretty much told me again that he's really not looking for anything serious and we agreed to keep our relationship casual. I believe we hung out once or two more times, and then he disappeared on me. Stopped responding to my texts, and stopped reaching out to me. Finally I sent the "good luck" text and let him go...

So around fall of this past year, I got a text from him out of the blue. Essentially he told me that he had some issues he had to take care of and just disappeared from everybody and that it wasn't anything personal. So I agreed to give him a second chance... Things once again went great up until recently. We were once again getting together once a week, hanging out, going out to dinner, etc.. Things were great again!. But my feelings came back.. This time I didn't tell him. I figured just try to push it away and let things happen how they're supposed to happen. We enjoyed each other's company. We always got along and had a great time with each other. I think he suspected at one time that my feelings had returned though cause he all of a sudden started sending me texts about how I should find other guys to hang out with when he's not available, etc.. AND on top of it, he was asking me to find other girls for him. But he also mentioned that if I found other girls for him, to let them know he wasn't looking for anything serious!. Neither one of us ended up finding others and we just continued doing our thing.. He even said, he liked how things were between us and wasn't looking for it to change.

So recently, I just send a friendly "hey, how's it going" text. He responds no problem but all of a sudden he sends me a text telling me "Hey btw, I was going to text you soon. I need to let you know that I started talking to someone"...and after a few more texts, he told me that it was dating wise and I got the sense of him saying "i'm sorry..". One of the texts I sent I decided to mention how he said he wasn't looking for anything serious, and he replied that he wasn't expecting anything serious to happen, but this just feels right.

I literally had cried on and off for the rest of the night and I'm still having a hard time dealing with this. I just don't understand what happened with him. Why wasn't I good enough?. He knew I had feelings for him!. He knew I wanted to be with him!. I PERSONALLY thought we had great chemistry, both in and out of the bedroom, and I highly doubt he didn't agree considering how often we got together and things we did. So what made him choose someone else over me?. I just don't get it. He told me before we ended our conversation that I deserve to be happy and that he hopes I find someone. He also said that I shouldn't consider him "out" just yet. He said he definitely wants to pursue her, but that it's still very early and if things don't work out, he wants to continue having me. That, I've already decided is out of the question.

This guy literally made me feel so good up until recently. Even IF a relationship wasn't going to happen between us, I felt that he was treating me as a friend and that he at least cared about me as a friend. I trusted him.. I trusted what he told me.. And come to find out, he was looking for a relationship the whole time. He makes it seem that this just kind of "fell into his lap" but idk. I don't really know what to believe to be honest!. I'm just very hurt by all of this..

In general terms, I don't know what's wrong with me. I've been told I'm pretty, I've been told I'm smart and independent and have a good head on my shoulders, etc.. I'm not trying to say this to boast or anything (it's strictly for more information for you to go off of) but I have absolutely no problem getting dates. I do however have a problem keeping a guy interested. I just don't understand what I'm doing wrong. It seems like everybody else has what I want yet I can't have it.

Idk, I guess I'm just looking for some opinions and advice. If anybody can help me out, I'd really appreciate it. Thank you.

(Btw, I am 37 years old)