Flopped pair, gutshot, and two backdoor flush draws against overpair.

[Woolygimp]

Where did I misplay this besides pre-flop? Once I see the flop against the shortstack who has 1 PSB, I get it in correct?

Full Tilt Poker Game #3694928755: Table Jackie (6 max) - $1/$2 - Pot Limit Omaha Hi - 7:00:39 ET - 2007/09/28
Seat 1: Uuge ($43.15)
Seat 2: Bullet2TheChest ($75.10)
Seat 3: sandySalmon ($88.70)
Seat 4: Sammya1 ($110.75)
Seat 5: Syndic8 ($255.50)
Seat 6: Woolygimp ($929.80)
Sammya1 posts the small blind of $1
Syndic8 posts the big blind of $2
The button is in seat #3
*** HOLE CARDS ***
Dealt to Woolygimp [5h 3h Ts As]
Woolygimp raises to $7
Uuge folds
Bullet2TheChest raises to $24
sandySalmon folds
Sammya1 folds
Syndic8 folds
Woolygimp calls $17
*** FLOP *** [2d 3s 9h]
Woolygimp checks
Bullet2TheChest bets $51
Woolygimp raises to $102
Bullet2TheChest calls $0.10, and is all in
Woolygimp shows [5h 3h Ts As]
Bullet2TheChest shows [Qh Kc Kd Qs]
Uncalled bet of $50.90 returned to Woolygimp

I ran the hand in the converter afterwards and I was surprised to find out I had 48% equity preflop, and was a 54% favorite on the flop. Of course this is being results orientated because I'm a dog when he shows up with AAxx, but am I ever that much of a dog to fold this flop?