ugh, bottom 2 in SB vs BB - $100 NL

[The Student]

Okay, besides the fact that I might be an idiot for calling with 5/3o from the SB, sometimes these crap baby cards work out. I have plenty of stats on the villian, but haven't really played that much against him lately. He's a winning player, winning 53% at showdown, and is 14/9/1.8. So I expect him to have a good hand the majority of the time. Given all that, I put him on some kind of a strong K here on the flop, maybe a flush draw once he calls my c/r. Anything else I should be thinking of? How likely is he to have the OESD on the flop here that hits on the turn?

Full Tilt No-Limit Hold'em, $1 BB (7 handed) Full Tilt Converter Tool from FlopTurnRiver.com (Format: 2+2 Forums)

Hero ($99.55)
BB ($100)
UTG ($41.50)
MP1 ($106.65)
MP2 ($52)
CO ($106.40)
Button ($120.25)

Preflop: Hero is SB with 5[img]/images/graemlins/spade.gif[/img], 3[img]/images/graemlins/club.gif[/img].
UTG calls $1, <font color="#666666">1 fold</font>, MP2 calls $1, <font color="#666666">2 folds</font>, Hero completes, BB checks.

Flop: ($4) 5[img]/images/graemlins/diamond.gif[/img], 3[img]/images/graemlins/spade.gif[/img], K[img]/images/graemlins/spade.gif[/img] <font color="#0000FF">(4 players)</font>
Hero checks, <font color="#CC3333">BB bets $2</font>, UTG folds, MP2 folds, <font color="#CC3333">Hero raises to $10</font>, BB calls $8.

Turn: ($24) 2[img]/images/graemlins/club.gif[/img] <font color="#0000FF">(2 players)</font>
<font color="#CC3333">Hero bets $24</font>, <font color="#CC3333">BB raises to $89 (All-In)</font>, Hero ???

I'm getting 2:1 here, so I can call if he has TPTK or some kind of flush draw - but is he pushing on me with either of those? Is this a fold?

thanks,

ts-