What is he thinking? I'm so confused?

I feel like he wants to get to know you better. If he notices small changes in your appearance and such, he definitely thinks about you a lot. Maybe he just wants to talk to you, and not your friends. His friends may be almost making fun of him for liking you by complimenting you in front of him if that makes sense...I think a platonic semi-friendship could become closer if you got to know him a little better. He seems to like you as a friend at this point, but it could definitely bloom into something more in the future :) just hang in there.