weird and hurtful

so I have a very close friend of mine that basically for a few months now has been a fwb...

lately I have started dating a guy here in town that I really like.

and my friend and as well as a female fwb has backed off on activity that we used to do with each other.

Although we do sometimes sleep in the same bed.

I am over at their place because his female room mate's car is in the shop and needs a way to get to work...and I am ok with helping him out with it until...things get evened out.

Last night I woke up to his masturbating which doesn't bother me...mutual masturbation has been a good alternative....from what we used to do...and is in a sense establishing boundaries of what we feel we can do...and not do..

We both have fairly strong caring feelings for each other we just never actually dated.

But when I did wake up he was on the phone with a girl that he is i think wanting to date possibly.

It was odd cause I had never woken to him doing that before...and hearing him talk on the phone like that well naturally it was hard.

I had fallen for him months before...he showed interest in me and me vise versa...but we realized over time that dating would probably be harmful thing for us to do.

He did not realize last night I was awake and knew I had probably had a panic attack I felt dizzy and like I was going to be sick for quite a while.

But its odd now that its been a few hours since then and since we did talk, i don't feel so bad. He realized that what he did was hurtful and that he did not consider that i was so close I could hear his conversation....of having phone sex.
And where as he does not have feelings for me like i do for him...I do...and he is being incredibly understanding to this and trying to be more apologetic then usual.

which is a change in our usual relationship and I greatly appreciate that he is trying to be more kind and understanding.