Hurting badly and need some advice

background history-Me, almost 50 y.o, Leo, never married. He, 64 y.o, divorced over 10 years, 2 adult kids, Cancer. We knew one another when I was 17-18 and he was 31, I had a crush on him, but we were just friends back then. Life did it's thing and we lost contact with one another.Reconnected about 7-8 years ago by chance. Met for breakfast and have been having a non committed relationship since. Initially only saw each other every other weekend due to distance and my job. When my job changed about 2013 we began seeing each other every weekend, and it became a given. We didn't talk about the parameters anymore at this point, but never discussed exclusivity. At one point a year or so ago, while making love, he stated "you know there are deeper emotions" and it came as a complete shock to me, and my only response was to say "I thought this was just friends" in my mind repeating what he'd said previously and we didn't talk about it any further in detail, but he has brought it up once or twice since, and I've tried to explain to him that I was shocked and just repeating what he'd said from the beginning. In retrospect, I think he had deeper feelings and felt that I shut him down. I feel like that old saying "actions speak louder than words" thing applies here in that he's grown a goatee for me, I finally met his family last year, we started go out into the world more, dinner and playing pool dates, canoeing and fishing, went away to a quaint cottage in NH for a few days. Sooo happy then. I was laid off this past November and he started coming over my house almost daily. It almost got the the point of too much, so when he called in March to say he thought we were spending to much time together and wanted to go back to weekends, I was kinda ok with it as I just started taking online classes and he cares for his elderly Mom who was needing more of his time. That is the reason he used not ever staying the night, because he needed to be home for mom in the morning, and I was good with that as I cannot sleep with someone in my bed. Over the past few months we've gotten together at his house (0.5 miles away) because Mom needs 24/7 supervision, I'm fine with that too..I make Saturday dinner for all of us and bring it there. We also mutually stopped texting/calling during the week, but again, I wasn't worried about it, he's busy, I'm busy..not a big deal.Current situation-So, the weekend before the 4th of July, he mentioned that his sister was taking Mom for a few days. I was like ok cool, we can spend some time together, but he explained that he needed to take care of a lot of stuff around the house he can't attend to with mom home, yardwork etc. I was disappointed but thought he'd at least give me a call for breakfast one morning, but he didn't. Now I don't leave my house very often at night since laid off, so rare to drive by his house. Weds, July 5th I happened to drive by at 7pm and there was an unfamiliar car in the driveway, I'd seen it once before, but thought perhaps mom didn't go to his sisters and it's a healthcare worker. When I drove back by at Midnight, the car was still there. Car was also there overnight that Thurs. I felt like I was going to physically be sick. He texted my as usual on Friday to see if we were getting together and I was like "sure if you want company"..I was actually thinking he was going to end it, but he said in fact that Mom wasn't home so he wanted to come to my house and I agreed. He came over, started talking about his week and how busy he'd been, how much he'd gotten accomplished and I said "and you also had company". He hesitated a moment and said yes, I had a friend come visit. I told him I'd just experienced two days of pure of caught up in jealousy unlike I've ever experienced before, which led to my revelation that my heart is much more involved in this relationship than I realized He responded that I knew he was going to see other women. Believe me, if he sat me down and told me he was cutting back our time together because he was going to see other women, I would have remembered that. I told him it saddened me that this other woman was spending the night, that I don't get to spend the night and his response was that he never told me I couldn't spend the night, that I was welcome to if I wanted, but he knows I'm not a morning person and he needs to but up early so he figured that's why I didn't stay. He told me it's not his intent to hurt me, and that the other woman is aware that he is dating me, if she didn't like it she shouldn't stick around and she was ok with that. He then asked me what I wanted to do, and my response was that I don't not want him in my life, and he said the same. We dropped the conversation at that point because I didn't want to browbeat and was trying to figure out how I was feeling. We went to bed and we had the most passionate, connected sex (we usually do, but it felt even more than usual)Went to his house the next night (Sat) and of course I'm looking for signs of her, only thing glaring at me was her hair on his blanket in bed, that was enough. We did our usual, dinner, tv, hang out. I don't remember if I brought anything up that night, but I just couldn't sleep there, I was so bothered with the situation. I figured he'd take some time to think about things, but nope, she was there again that Sunday and Monday night. I texted him a "I'm thinking about you meme" on Tues and he called to asked what it was I texted and I told him. I also told him I'm struggling with this situation and at the very least could I get some more time and he said that's why I'm calling, I wanted to see if you wanted to come for dinner tomorrow night (Weds) and I agreed. Did dinner, went upstairs, hung out etc. I tried to bring up the subject and he wouldn't talk about it...it think I said "so I'm assuming the same rule applies to me, if I don't like it, then I should step away" He started to get annoyed "I'm not talking about this now" and I said so when are we going to talk about it?" "I'm not going to get into something that will disrupt my sleep blah blah blah" so I dropped it. We feel asleep, I woke up at 3am drenched in sweat it was so hot, so kissed him goodbye and came home.

Texted him Thurs to explain why I left and ask with we were getting together Fri/Sat and he responded you could have turned on the A/C and I'll let you know.Of course have been doing a lot of soul searching and came to the conclusion that he was trying to show me how much he cares with the various things he's done (goatee, meeting family, going out etc etc) and basically I shut him down. I've also gotten quite complacent with my appearance lately-showers of course, but no make up, not doing the hair as usual, basically big baggy tshirts and sweats and he's never complained about it, but I've slacked and I know know it. At this point I'm like wrestling with can I do this or should I walk. But I love this man, and I want to get back to the place we where before. Friday he called to ask if I was coming over, but also to warn me his stomach was acting up all day so I said let's just wait till tomorrow and he said ok. In talking with a girlfriend, I said something to the effect of "I wonder if he called her and she's going over?" My girlfriend was like, hang up this phone and call him right now and tell him your coming over. If you want this then you get there every opportunity that comes up and you stay the night!" So I went over Friday, hair done, make-up, cute outfit and made a point to tell him I had the revelation that I've been lazy. I also reminded him of the great times canoeing and asked if we could do that again this summer, of course everything is dependent on his Mom and I get that. I laid my head on his stomach and told him he's my best friend and he cradled my head in his hand and said he knew. I started to bring up the subject again and of course, not thinking, it was to late for him to talk about it. He said as far as he was concerned, nothing had changed and I said it has changed...I've been put into second place, that I don't get as much time as she does and that I miss him and left it at that. He told me me prior to this that he had a busy day the following day as his daughter and grandson where up from out of state so I couldn't stay the night, and I get that. Me made plans for the next evening, he walked me to the door and I said "good-bye"...he pulled me back and said "no, not good-bye...i'lll see you tomorrow".So Saturday-did the norm, dinner, upstairs, played cards etc etc. I asked if he's showered, he said no, why do you want me to? I initially said no, but then thought about it and said yes, I need to feel connected to you and sex connects us emotionally so he showered. I brought up the subject once again and he balked, "I don't know what else needs to be talked about...she is my friend, you're my friend, I'm not going to choose between you, I'm not going to commit to anyone" I stopped him and told him that I need to explain to him how I'm feeling. I told him that I don't like these conversations either and that I avoid them at all costs because I don't like to be vulnerable and it's hard for me to reveal my heart to anyone, but that I love him and that I've only said that to 2 other men in my life, one being my Dad. I said that I feel like there was a time that he had deeper feelings for me and that I shut him down. I tried to explain from my perspective what I'd seen regarding her being there weds, thurs, sun, mon etc, but he cut me off and said that he wasn't keeping track of who he sees when, but that he sees her dependent on her schedule. I said I'm not giving him an ultimatum, but that someone is going to get hurt. He reiterated that she is aware of me, and that she is fine with it and that I'm either in or I'm out. He admitted deeper feelings at one point. What do I do!?!?! Sorry so long!

He admitted deeper feelings at one point. I want to work on this, get more time and get back to where we were. Anyone think this is possible? I typically walk from this sort of thing, but I want to fight for as long as I can, am I a fool?

I read your post and my heart goes out to you, I understand the love you have for him, but I don't think it was anything you have done he probably had this friend for a while now and he doesn't see anything wrong with it because he isn't in a committed relationship with you.

It seems like he cares about you a great deal, but he seems to enjoy none commited relationships and I just don't know if you will be able to change that although I hope I'm wrong.

I would ask him for a committed relationship and if he's not willing to do that you will have to walk away because you can't handle knowing he is entertaining another woman. If you continue on with the relationship you have with him the way it is you will not be happy. I hope it all works out for you ❤️

It's time for him to shit or get off the pot.

He's practically a senior citizen and he's still playing games!

If you want a commitment, tell him, and don't accept anything less