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Once the flush board pops with you holding top two pair, your implied odds are devastated. That is to say that if you have the winning hand, not many people are going to put money in. Given what you held, you have to ask why your opponent would go all in, when chances are he didn't even hold first or second pair. The answer is a flush.
In the future, when a flush board pops, play the whole hand as if someone has a flush. Place cautious bets, and don't go deep into your stack. Don't convince yourself the flush isn't out there, because people play a flopped flush all sorts of different ways. I've seen someone slow play a baby flush where they held 23 of suit, risking the 4th flush card that might beat them in the name of slowplaying to increase their implied odds. A flush board where you hold top pair is quite often a trap, but you have to bet decent with a strong hand until someone really gets heavy, since you don't want one card flush draws hanging around. You at least want them to pay.
A heavy bet on the flop (3/4 pot to full pot) would have red flagged the flopped flush, and made you check fold to a turn bet.
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