So I've been at my current job for a year and i generally love it but its my co-workers whom i enjoy the most. Shortly after beginning last year i befriended a girl who over the past year has made me feel like nothing else I've ever felt.I was just happy being her friend at first but the past six months I've noticed i was falling for her but tried to keep her at an arms length because i knew telling her my feeling could result in her freaking out. The past few months though i noticed her getting more involved with another guy and i asked her several time if she was interested and she always told me no, he wasn't some one she could date because she was not attracted to him and she found his past infidelity's a deal breaker. But still she found less and less time for me and more and more time for him but she always told me she could never date him. Two days ago she tells me that she has feeling for him via text message and i immediately freak out and go into panic mode and tell her i have feeling for her as my plan the whole time was to get her alone face to face and explain my feelings are beyond a crush and i think we should explore the possibility of dating. I prepared myself for the possibility of rejection but my plans were dodged by this sudden omission. Her reaction wasn't completely negative but was far from receptive and she assured me it wasn't just a crush with this other guy but couldn't give me a good answer as to why she liked him, closest she could come up with was an old boyfriend who she dated for three years and eventually cheated on her with her best friend. We talked and i told her I'd try and remain her friend but it would be tough for me to accept but I'd try. So last night she told him her feeling and he said he liked her but couldn't date her right now because of his ex. So they decided they would remain friends and date possibly at a later date and she was cool with that. But the thing that pisses me off is that she is cool with that, i don't feel she should be. I accept her feeling towards him but i can't accept her willingness to wait as i feel we should explore something between us. when i told her my feelings she told me she only considered me her best friend and was OK with waiting as she wasn't in a rush to be in a relationship. but i told her i couldn't accept that as it wasn't fair to me to have to deal with the prospect of not having a clearly defined outline of what is going on between us or them. I can't be her friend if he continues to consume all her time and she makes him her priority thus canceling plans we may have to hang out. she agreed and i told her i need to distance myself from her because every time i see her or hang out with her the feelings come back and i can't be in that situation as it's not fair to me. Yesterday was the first day of this and it was weird because i couldn't look at her or talk to her and I've found the work place is no longer enjoyable as such. She sent me a text message asking what i wanted to do and i responded with i need time to figure out where i stand or fit in and would like to get together in about a week and talk about this because as of right now i can't work with the plan she has layed out. The thing that bothers me the most is she told me everyone told her i liked her and she sorta lead me on and allowed me to take her out and pay for things for her, nothing expensive like rent but stuff that could be considered a date. I can't resign myself to accepting just being her friend though anymore as I've told her i have feeling for her and can't watch her date this guy whom I'll always think I'm better than. But I'm stuck because i don't know what is fair to ask of her, i want to know why she never allowed something to happen between us and why when i told her i liked her she told me i couldn't. sadly I've come to realize that most likely it's something more psychological that is driving this and during an intense conversation about her childhood she told me her dad used to beat her until the cops would pull him off and her mom tried to suffocate her when she was 8months old because she was born out of wedlock and other friends have had to take prescription drugs from her because she gets super depressed and might take them all. And one of the most baffling things to me is her mom wants her to get out of the house (she's 22) and the guy she is interested in lives at home in a very traditional Mexican house hold where the family wouldn't accept her because she isn't Mexican(they're in love with his ex) and they both couldn't afford to pay rent so they can't hang at either of there houses. Where as i invested young and have a small house and drive a newer car and am better of financially I'd assume would make me a better option it hasn't. So what should i do? is it possible to turn my direction and should i wait for it to fail?