How do you deal...?

Hey guys.. I really need your help with this one.. Hope you can give me your comments, feedbacks, suggestions with my dilemma.. There is this girl, that I really like.. I'm very much happy being with her, and I notice that she too, likes having me around.. We have the same likes, we both like to sing etc.. And we became very close friends.. So i decided to express my feelings for her; that I care for her and she is someone very special to me.. However, there is this one problem.. She said that she haven't moved on with the guy that she was attracted a long time ago.. But this guy left her hanging in the air, for no apparent reason.. She said that she still loves the guy and she is still hurting to see this guy with his girlfriend.. It really hurts for me to see her hurt for a guy that is not worth it.. But I really like this girl.. Now, she is starting to be aloof and there are a lot of changes in our friendship.. How can I deal with this situation? I really need your help.. Thanks..