Just a friend

Met this guy about a year ago (we'll call him will), almost imediatly got this puppy dog crush on him, but I was in a relationship at the time. Fast forward 3 months and my relationship had ended, the guy was cheating on me and I hadn't felt any attraction in a while anyways. I was single and the crush for will was still there, but I was fairly fresh out of the closet and kinda nervous to ask out a guy that I didn't meet online, I just wasn't sure how to approach it. In that time I met another guy and he pulled me into a relationship. One night I was super drunk and at a club with will and somehow found the courage to ask him out, he didn't know I was dating the other guy at the time and I was just with this guy for the sex. He turned me down, saying that he liked me as a friend and didn't want to ruin that. I was absolutly devistated, I felt like the wind had been knocked out of me. I've just recently broken up with the guy because I just wasn't happy and wasn't really enjoying my time with him. I still have such strong feelings for will though, I can't stop thinking about him. He's into older guys and I'm a couple years younger than him so I know that's part of it, but I'm afraid my timidness may have put me in the friendzone with a guy I'm absolutly head over heals for. I'm afraid to tell him this though, I don't want to chase him away. I'd rather be friends than nothing, but the heartache is unbareable anymore, I just want to grab him kiss him and tell him how I feel. He makes me feel so happy, and I love spending time with him, but he just sees me as a friend. I don't know what to do... it's tearing me apart. It doesn't help that I joke with him about our sexual exploits just so I can cut the tension and say something other than to admit my feelings. Now he openly shares all sorts of stuff about himself, and it's just making my heartache worse. I feel a deep attraction on an emotional and physical level and I don't know what to do.