BB smells like missed overcards. Calling with all them outs is the right move.
Can't worry about the guy behind you until he acts. Hope for him to call behind.
Problem here is, if the guy behind you has a hand to pay you off, he's almost certainly raising. BB probably doesn't have the hand to pay you off here.
More I think about it, the more I wonder "why bother?"
But that might just be sleepy old me. I'll touch upon it tomorrow, I'm sure.
-'rilla