What should i do??? help me please :T?

Ok a few years ago I was cheated on for the first time. Me and that guy didn't break up but stopped talking for a few years. We recently started talking againa bout a few months ago. We acted like nothing ever happened. I just wanted it to be sort of a fling but now its progressing to something way bigger than I imagined and than I wanted it to be. He was a huge player and I was aware of that. But now the more and more we talk the more and more that I want to become the girl that makes him want to retire his jersey and say "I don't wanna be a playa anymore..." and I am actually succeding at it..he changed a whole lot and he admitted to having develope real feelings for me just as I have for him. We really like each other but we aren't going out. He wants to so I asked him and he said he really wants to but no...it broke my heart. What should I do? We still talk the same way like all cute and stuff but what am I supposed to do now??...please help. I never felt this way for anyone before and I just really want to be with him. And he does to but why would he reject me. I'm not ugly that's for sure. (I'm not super conceited either.)