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MIT student Ben Campbell is accepted into Harvard Medical School, but he cannot afford the $300,000 costs. He is interviewed as a potential candidate for the prestigious Robinson Scholarship, which will pay for all his school-related expenses. Despite boasting stats such as a 1590 SAT score, 44 MCAT score, and a 4.0 GPA at MIT, Ben is told that competition for the scholarship is very fierce. Ben is urged to write an essay which will make him stand out; in other words, an essay which will "dazzle" the recruiter.

During an advanced math class, professor Micky Rosa challenges Campbell with a three door variable change problem, which Campbell solves successfully. Rosa invites Campbell to join his blackjack team led by Rosa, which consists of young men Choi and Fisher, and women Jill and Kianna. The system involves card counting, and the team is split into two groups: The "spotters", who play the minimum bet, keeping track of the count, and sending secret signals; and the "big players", who place large bets whenever the count at a table is favorable. Campbell is reluctant, but eventually joins the team, telling Rosa he is only doing so until he can pay for school. After weeks of intensive training, Ben is given a test at an underground casino, which he passes, and he is assigned as a big player.

Rosa takes the team to Las Vegas where Campbell begins to realize the joys of a new lifestyle. Campbell's performance impresses Rosa, but eventually provokes jealousy in teammate Fisher. One evening, a drunken Fisher sits at Ben's table and starts talking about the "retard" in Rain Man, who won by counting cards. He then incites a melee when he spills a drink on another player at the table. Rosa kicks Fisher off the team and sends him home. All the while, security chief Cole Williams monitors the blackjack team; particularly Campbell. Campbell, meanwhile, falls for Jill, culminating in the pair sleeping together in Vegas.

Back at MIT, Campbell, distracted by the blackjack, botches his part of his project with his friends for the 2.09 competition. His friends angrily tell him that they will do the project themselves, with Campbell feeling that the project is not important anymore. On the next trip to Vegas, Campbell is distracted and continues playing even after he is signaled to walk away. An angry Rosa storms out on the group, promising that Campbell will reimburse him for the $200,000 loss. Campbell and his three remaining teammates bankroll the rest of their money, and agree to go into business for themselves. Williams finds and apprehends Campbell and takes him to a secluded basement and beats him. He lets Campbell go with a dire warning.

Campbell returns to MIT, only to find a letter noting that he has been given an incomplete for Rosa's class and won't graduate, and that his winnings have been stolen from his dorm room. Ben suspects that Campbell is the thief, but cannot prove anything, so he makes Rosa an offer: He and the team will hit Vegas for one big score before the facial recognition software, as long as Rosa joins the team. He agrees.

Disguised, the team returns to the Planet Hollywood. They rake in over $640,000 before Williams finds them and gives chase. The team members quickly bag their chips and then flee through the casino. During the chase, Campbell and Rosa split up, with Rosa taking the bag of chips. Rosa escapes, but finds his bag is full of chocolate coins, and his limo is being driven by the casino manager.

It is revealed that Williams made a deal with Campbell; he would let Campbell come to Vegas for one last night to make a lot of money in exchange for Rosa. However, Williams confronts Campbell on his way out, and demands the bag of chips at the threat of a gun. The story closes with Campbell recounting the tale to the scholarship judge, who looks back at him in disbelief.

Cast

• Jim Sturgess as Ben Campbell
• Kevin Spacey as Prof. Mickey Rosa
• Kate Bosworth as Jill Taylor
• Aaron Yoo as Choi
• Liza Lapira as Kianna
• Jacob Pitts as Jimmy Fisher
• Laurence Fishburne as Cole Williams
• Jack McGee as Terry
• Josh Gad as Miles Connoly
• Sam Golzari as Cam
• Helen Carey as Ellen Campbell
• Jack Gilpin as Bob Phillips
• Donna Lows as Planet Hollywood Dealer #1
• Butch Williams as Planet Hollywood Dealer #2
• Jeff Ma (as Jeffrey Ma) as Planet Hollywood Dealer Jeff
• Frank Patton as Planet Hollywood Floor Manager
• Steven Richard Vezina as Red Rock Dealer #1
• Chaska T. Werner as Red Rock Dealer #2
• Kyle Morris (as Kyle D. Morris) as Red Rock Dealer #3
• Frank DeAngelo as Red Rock Host
• Marcus Weiss as Red Rock Valet
• Anthony DiMaria as Hard Rock Doorman

This is the third film in which Spacey and Bosworth have starred together. The first was Beyond the Sea, which Spacey directed, and the second was Superman Returns. The two will again star together in the Superman Returns sequel Superman: The Man of Steel. This is also the second film that Bosworth and director Luketic have made together, the first being Win a Date with Tad Hamilton!.