2 pair hit flop... fast play fails....

Here's the situation:

8-handed, $20 buyin, NL, .25/50 blinds

I am dealt K [img]/images/graemlins/club.gif[/img]2 [img]/images/graemlins/club.gif[/img] in mid-position. Two callers, small blind raises to 1.00, big blind folds.

(3 people in now)

Flop comes K[img]/images/graemlins/spade.gif[/img]2[img]/images/graemlins/spade.gif[/img]8[img]/images/graemlins/heart.gif[/img]

Action is first to me. Pot is around $4 or so. The first call is an ultra LAG, so I bet $6 to protect my 2-pair from draws.

LAG calls very quickly, all others fold.

Turn is something like 6[img]/images/graemlins/spade.gif[/img]

Read on opponent here is that he has a very strong hand.
I check to the villain, who bets $3.

He called me quickly on an overbet to the pot. At this point i'm thinking trip 8's, flush, or possibly an overpair at best (he usually doesn't PF raise big pockets)

I call the $3, hoping to catch a boat here.
Flop comes with no help (forget what..some worthless card).

I check, villain bets $5.

I think for a long time, and fold my 2 pair.

Thoughts?

Results in white below:

<font color="white">
Villain shows 7[img]/images/graemlins/spade.gif[/img]4 [img]/images/graemlins/spade.gif[/img] for the flush.
Yes, he called a $6 bet into a $4 pot for the draw only.
</font>

Questions:

Assuming I was beat at the turn, was it worth calling the $3 bet here in hopes of a boat? Pot was roughly $20, so I was getting 1:7 odds or so. I realize with 4 outs that I was getting nowhere near those odds, but figured I would be able to get him all in (only a small to moderate stack at that point..maybe another $10).

Thoughts?