I raise the flop directly for value and protection, against the one card flush draws and two opponents. If one opponent wanted to get it in there, I would do it.
A flop raise gets it in on this turn easily. A Queen never folds.
As played, he reps the Q on the river, which gives him the bigger boat. I'd believe him. Sucks to put nearly half your stack in with the better hand, then have to fold. But look on the bright side. You save half a stack.