Poker is an interesting test-bed for artificial intelligence research. It is a game of imperfect information, where multiple competing agents must deal with probabilistic knowledge, risk assessment, and possible deception, not unlike decisions made in the real world. Opponent modeling is another difficult problem in decision-making applications, and it is essential to achieving high performance in poker. This paper describes the design considerations and architecture of the poker program Poki. In addition to methods for hand evaluation and betting strategy, Poki uses learning techniques to construct statistical models of each opponent, and dynamically adapts to exploit observed patterns and tendencies. The result is a program capable of playing reasonably strong poker, but there remains considerable research to be done to play at a world-class level.