am i overthinking this draw?

[sweet wicking action]

the sb in this hand was running at 24/20 over about one hundred hands, i had no specific reads except that i hadn't seen him make this size raise preflop during this session at the table..probably about 8 orbits. i had no reads on the utg player. i overlimped because the button hadn't been folding to many of my raises, and i didnt mind seeing a 5 or 6 way unraised pot with this hand. i also didn't mind seeing the flop with position.

i'd originally planned to call the all-in, and play a reasonably sized side-pot, but the size of the c-bet from the SB perplexed me. He has to know that the UTG player will push any ace, and possibly any pocket pair. His bet was just small enough, so that he could re-push in the scenario that I just flatcall. And that scares me. So I figure I can only fold or re-push myself. Thoughts?


Full Tilt Poker No-Limit Hold'em, $0.50 BB (6 handed) Hand History converter Courtesy of PokerZion.com

CO ($59.95)
Button ($32.25)
SB ($80.65)
BB ($49.50)
UTG ($12.75)
Hero ($41.55)

Preflop: Hero is MP with 8[img]/images/graemlins/club.gif[/img], 7[img]/images/graemlins/club.gif[/img]. CO posts a blind of $0.50.
UTG calls $0.50, Hero calls $0.50, CO (poster) checks, <font color="#666666">1 fold</font>, <font color="#CC3333">SB raises to $3.25</font>, <font color="#666666">1 fold</font>, UTG calls $2.75, Hero calls $2.75, CO folds.

Flop: ($10.75) A[img]/images/graemlins/spade.gif[/img], 6[img]/images/graemlins/club.gif[/img], A[img]/images/graemlins/club.gif[/img] <font color="#0000FF">(3 players)</font>
<font color="#CC3333">SB bets $6.75</font>, <font color="#CC3333">UTG raises to $9.5 (All-In)</font>, Hero ?????