Two Pair, facing an all-in

Villain is 40/4/2

Party Poker No-Limit Hold'em, $ BB (5 handed) Hand History Converter Tool from FlopTurnRiver.com (Format: FlopTurnRiver)

Hero ($83.60)
SB ($40.80)
BB ($45.38)
UTG ($118.60)
MP ($55.08)

Preflop: Hero is Button with 7http://www.flopturnriver.com/phpBB2/...miles/club.gif, 4http://www.flopturnriver.com/phpBB2/...miles/club.gif. SB posts a blind of $0.50.
UTG calls $1, MP calls $1, Hero calls $1, SB (poster) completes, BB checks.

Flop: ($5) 7http://www.flopturnriver.com/phpBB2/...iles/heart.gif, 4http://www.flopturnriver.com/phpBB2/...iles/heart.gif, 9http://www.flopturnriver.com/phpBB2/...iles/spade.gif (5 players)
SB checks, BB checks, UTG bets $4.75, MP folds, Hero raises to $15.5, SB folds, BB folds, UTG calls $112.85 (All-In), Hero folds.

Final Pot: $138.10

Seem's like stuch a standard fold for me as well. Bells ringing off in my head about a set or even 97. But, if you had seen this hand, which was the one right after it:

Party Poker No-Limit Hold'em, $ BB (6 handed) Hand History Converter Tool from FlopTurnRiver.com (Format: FlopTurnRiver)

Hero ($55.10)
CO ($55.85)
Button ($43.88)
SB ($135.30)
BB ($100)
UTG ($50.08)

Preflop: Hero is MP with 5http://www.flopturnriver.com/phpBB2/...es/diamond.gif, 3http://www.flopturnriver.com/phpBB2/...iles/spade.gif. SB posts a blind of $0.50.
UTG calls $1, 3 folds, SB (poster) raises to $4.5, 1 fold, UTG calls $4.

Flop: ($11) 5http://www.flopturnriver.com/phpBB2/...miles/club.gif, 3http://www.flopturnriver.com/phpBB2/...iles/heart.gif, Thttp://www.flopturnriver.com/phpBB2/...miles/club.gif (2 players)
SB checks, UTG bets $12, SB raises to $61.12, UTG calls $33.08 (All-In).

Turn: ($117.20) 8http://www.flopturnriver.com/phpBB2/...iles/spade.gif (2 players, 1 all-in)

River: ($117.20) 8http://www.flopturnriver.com/phpBB2/...iles/heart.gif (2 players, 1 all-in)

Final Pot: $117.20

Results in white below:
SB has 7s 7h (two pair, eights and sevens).
UTG has As 3c (two pair, eights and threes).
Outcome: SB wins $117.20.

I'm guessing tilt?

dynamics are different in raised and unraised pots. i like your fold. i think he has a big draw(56hh/8Thh/68hh/9xhh) and combined with the times he has you crushed I think it's a good fold.

You are a dog to a hand like 9h8h, Th8h, etc, any pair+draw is ahead [albeit slightly], mix in the times he has a set and you are killed.

At first I thought he had a pair+FD in the second hand, but then realized he didnt. After seeing a hand like that I would call with two pair and not think twice about it, but in that situation I am going to be making a fold unless villain shows me that it would be a bad lay down.