Guy problems.. :/

I currently have two guys in my life. I have been seeing one on and off since February. The other I met a few weeks ago at a coffee shop. The first guy I considers me his girlfriend even though I told him I was unsure of our relationship. The second guy has a current relationship that has been over four years-- and they live togeather. We have been talking non stop the past few weeks. We Skype, send pictures, and the other day we met for coffee and we ended up having sex. I really like this guy but I don't want to get attached because of the girlfriend. He is unhappy with her and is trying to figure out how to end the relationship-- they don't really have relations any more.  I like the first guy but I don't see a future with him. And the second guy I can see a future with. I don't know how to tell the first guy. I told him how I felt and he was just so sad and said that he thinks he's fallen in love with me. I don't feel the same and he knows that. I need advice please.