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Definite fold to his raise. You say he gives you respect, well you could easily be betting a strong hand after flop checked through. Now he raises with player to act behind him? He's definitely ahead of you, question is what is his range, and is fold equity alone enough to make this play. Imo the answer is no.

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I just don't understand why he would check the flop with a hand that beats us here. He knows button doesn't have much and for some reason he thinks he can push us off our hand.

I think we are often ahead and if we're not, we have up to 11 outs. So I'd call and stack off at a blank river if necessary.

What does villain have, and why did he check it on the flop? It doesn't make sense that he has us beat the majority of the time.