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One of the problems you have to consider when counting outs is that you have the potential to hit an ace or king and still be behind, losing more bets. Reverse implied odds factor in greatly here.

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I'm not putting much more in the pot after my raise on the flop. I'm basically folding to a threebet, and a call from UTG makes me unhappy. Action on the turn makes it a fold. Basically my raise is attempting to parlay into a chance at this big pot. I think because I'm so weak I can limit the reverse implied odds against me. It seems pretty marginal against that tight range, but add a few hands that very agressive MP might hold and take a shot at the pot with when checked to him on the flop and it looks a lot better.

-Tim