He broke up with me... then said "I Love you" for the first time.

My boyfriend and I were in a long distance relationship. We were friends for 4 1/2 months before making the decision to date. While we were friends he always went up and down in his commitment to his emotions toward me.. I told him once early on that i could see he liked me, then he denied it. I felt left in the dark, but didn't really believe him, so i took it calmly, and said... "Well, it was nice talking, i'm feeling a bit vulnerable, and i gotta get back to work anyways." Later that night, we couldn't sleep, and wrote me a LONG email telling me how much he actually did like me, and how he just wanted to keep it as friends for a while, cause he's not ready for a relationship. So we were friends for 4.5 months, and i went to go see him for my vacation time. After about 4 days he asked me to be his girlfriend. I said... that i didn't think he was ready, and wanted to just allow our friendship to grow for a while first. He said that he felt he already knew me, and knew how he felt about me, and knew that dating me was what he wanted. I told him to take the next day or two to think it over, and i would think it over too. The next day he asked me to talk with him, and i listened to him tell me that he felt alot of peace about being with me. He said that he didn't have everything figured out, but that he was confident that dating me was what he wanted. After i had space to think about it, i decided to accept that he knew what he needed more than me, and i can't be afraid of him maybe not being aware of where he is at, but needed to just trust him. I could tell he was still recovering from his ex gf treating him badly. But he was so hopeful and positive with me, and had been consistent for a while. I accepted. The next day he freaked out and said he's not sure that he made the right decision, and that he needed some space to think it over again. I was bothered, but told him "How about we don't talk for an entire day, and you can take all the space you need." I was staying at his place, since i live in a different state, so that's alot of time. Anyways. He couldn't even take the whole day, and came home and i was out, and asked me where i was and if i would come home to hang out with him. He told me he was just scared, and that he knows dating me is the right decision. For the whole 10 days i was there, he had me totally invested in all his family, friends, and acquaintances. He embraced me fully, and I got along great with him, and his family, and his friends. I fit perfectly with him, and in his family, and life, and etc. The last day i was there, he told me "I find that i am so proud to know you, to be with you, dating you, your friend, and to show you to my family, and friends." Later that day, about 4 different references occurred with him asking me to move there to be with him. He sat me down and asked me to stay, and not even go home. I told him i wanted to, so bad, but that i had responsibilities to take care of first, and also didn't want to jump the gun so soon. He then said that he'd come during christmas and then take me home with him. I wanted to just see how things rolled. We had fallen in love, but were seeking to be wise about what we said, so we didn't say "i love you" right away. After i was gone for a few weeks, it started to take a toll on us. He sent me an amazing birthday present, and made me a cd full of love songs. He got really scared soon after as if he was rushing the relationship too fast. I told him to just chill, and we could slow down if necessary. At the same time i expressed that i was growing more in tune with him about moving in December. As i did, he got more scared. A guy who wouldn't even let me get on my plane before i left, now acting like he wasn't so sure. Nothing changed in our relationship, or interaction... and no drama (other than him asking me to not call him babe, cause his ex did). I know he'll never be back with her, so i wasn't jealous of it, but i wanted him to get over the pain of the past. I've had to deal with that too, and it shouldn't affect the current relationship... as you forgive and forget. Anyways. He then asked me to come back for a family trip to the beach that they have every year. So i did. I went, and had a blast. Fell totally in love with his family too, and he totally encouraged me to get to know them deeply, and vice versa. He seemed so anxious and distant at times, and yet at other times so comfortable, embracing, and romantic and affectionate. We went to a concert and he held me all night in his arms, and laughed and danced with me. I told him that night that i love him, and he said thank you. Then the next day he acted somewhat distant.
Then the next day, he broke up with me. I was like "What?" I was so confused and in shock, i really didn't know what to think about it. I kindof didn't believe him again. Though he didn't say it when i did, i knew he loved me, cause he treated me like he did. I was like... what is he afraid of?? I was definitely the cool gf who respected, and loved him well, as well as was independent and strong. I always think of his needs, and seek to be understanding. Anyways. So i left him that day for a little while, and went to talk to his mom there about what happened. I told her how i didn't really understand what he was doing or why. When he broke up he said that he didn't really know why he was breaking up, but that he just felt there was something missing in him that he wanted to feel. When i was gone, he texted me and asked me where i went. I told him i was with a friend, and would be home soon. He then called his mom, and was crying to her... not knowing i was there listening. He cried more than i cried. I didn't cry, cause i didn't really believe it. I was still in shock. I cried a little, just not as much... until i got back later. I went back to him, and the first thing he said to me was "i don't want to break up, i just feel like i have to." I was like "who told you that? why do you feel that?" He said that he didn't know why he felt that, but that he felt he needed to break up. I accepted it, and told him that i would try to respect him in that, and that i felt the right thing for me to do was to wait for him to figure it out. To wait for him. After crying and talking... for an hour, he told me "I DO Love you! I DO. I know i haven't been that great lately, and haven't been fair to you." He also said "i feel like i'm gonna hurt you, and i don't want to." I was confused. He is telling me that he loves me for the first time... while being broken up with??? I mean... that's confusing!! I know him well enough to know he wouldn't say that just to manipulate me, or the situation. He genuinely was in love and loved me. I already knew that though, but hearing him say that then... was very confusing. So i asked him... "what is it that you want?" He then said.. "I don't want to break up! I am sorry! you are soooooo good to me! I don't want to lose you. Please forgive me for having doubts, and etc." I was like... "Man! that's alot of drama... but i love this guy, and want to be with him through this confusion in himself." I knew that it had nothing to do with me, and i think that's why i was so strong in it. I mean... he just would constantly tell me how wonderful i was, and how he couldn't believe we weren't fighting like normal people... and how we were being good to eachother while breaking up. I mean i think it made him love me more, and vice versa. So we were back together, and i had to go home the next day. That day... his mom asked him "do you feel better broken up, or together." he assured her that he knew he just freaked out, and that staying together was definitely the right decision. Two weeks later... he's emailing me (yeah... lame)... saying that breaking up is the right decision. I'm like "What?" again... perplexed. I asked him to have a real convo with me on the phone, and he did the next day. He told me that he loves me, respects me, thinks only good things about me, but he's just not "in love" or "feeling comfortable." I mean... i really don't understand how you're best friends with a guy for 4.5 months sooooooo comfortable, and he's telling his whole world about you... then dating him... and him head over heels in love... then nothing changed... no drama from me... no pressure... just the cool gf. And BAM! he wants to break up? I don't get it. I still don't get it. I really don't get why he told me he loved me for the first time while breaking up the first time, and then practically begging me to take him back. I have heard of guys saying that they love you again... when breaking up to make it easy... but why even bring that factor in at all? I mean i have no doubt he does love me, his actions toward me were nothing but love. I understand he's just not ready for a relationship, cause he's not feeling strong enough emotionally. Or something. But what i don't get... is what am i supposed to do over here? or even think? It's so hard to really know what to do. I mean i'm gonna wait for him, but as far as... should i talk to him, or leave him be? I mean... he's not being honest with himself. He says he doesn't like me, then that he REALLY does. He says he wants to date... then really wants to... then doesn't... then really does want to. (oh i forgot to say that before i went out there again... he made a point to let me know that he wasn't yet in love with me, and felt it was too early to be saying that... which really hurt. I wasn't expecting him to, nor did i say it). So he told me he didn't love me... then he does while breaking up... then he does still while breaking up again?
This is craziness. And sad.
I feel like if he were just a little older, or some time passed a bit more between me and his ex (more than 8 months)... than maybe he would have been a bit more ready for me when i came along.
Now i'm wondering... is he gonna just let me go like that? or come to his senses?
His mom is very confused. She said that he's never been happier than when he's been with me. That she's never seen him so FREE. She said... she didn't even know he wasn't free until she saw him free with me.
It's just strange.
And he wont talk to me right now, and says friends is not possible.
Why NOT?!
I mean i get it, but i don't believe it.
What is he so afraid of intimacy? of being in a relationship? You gotta take a chance.
I mean he did... then back.
He told me that he thinks he struggles with depression and bipolar behaviors... and i already know he's got an anxiety issue, and fears trusting a girl with his heart.
I just was so trustworthy, and he knew that... so i'm a bit perplexed.
any advice?