May __, 2006

Renaissance Acquisition Corp.
50 E. Sample Road, Suite 400
Pompano Beach, Florida 33064

Ladenburg Thalmann & Co. Inc.
153 East 53rd Street, 49th Floor
New York, New York 10022

          Re: Initial Public Offering

Gentlemen:

          The undersigned stockholder and director of Renaissance Acquisition
Corp. ("Company"), in consideration of Ladenburg Thalmann & Co. Inc.
("Ladenburg") entering into a letter of intent ("Letter of Intent") to
underwrite an initial public offering of the securities of the Company ("IPO")
and embarking on the IPO process, hereby agrees as follows (certain capitalized
terms used herein are defined in paragraph 14 hereof):

          1. If the Company solicits approval of its stockholders of a Business
Combination, the undersigned will vote all Insider Shares owned by him in
accordance with the majority of the votes cast by the holders of the IPO Shares.

          2. In the event that the Company fails to consummate a Business
Combination within 18 months from the effective date ("Effective Date") of the
registration statement relating to the IPO (or 24 months under the circumstances
described in the prospectus relating to the IPO), the undersigned will (i) cause
the Trust Fund (as defined in the Letter of Intent) to be liquidated and
distributed to the holders of IPO Shares and (ii) take all reasonable actions
within his power to cause the Company to liquidate as soon as reasonably
practicable. The undersigned hereby waives any and all right, title, interest or
claim of any kind in or to any distribution of the Trust Fund and any remaining
net assets of the Company as a result of such liquidation with respect to his



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Insider Shares ("Claim") and hereby waives any Claim the undersigned may have in
the future as a result of, or arising out of, any contracts or agreements with
the Company and will not seek recourse against the Trust Fund for any reason
whatsoever.

          3. In order to minimize potential conflicts of interest which may
arise from multiple affiliations, the undersigned agrees to present to the
Company for its consideration, prior to presentation to any other person or
entity, any suitable opportunity to acquire an operating business (meaning the
acquisition of at least a majority interest in an operating business) which may
reasonably be required to be presented to the Company under Delaware Law, until
the earlier of the consummation by the Company of a Business Combination, the
liquidation of the Company or until such time as the undersigned ceases to be a
director of the Company, subject to any pre-existing fiduciary and contractual
obligations the undersigned might have.

          4. The undersigned acknowledges and agrees that the Company will not
consummate any Business Combination which involves a company which is affiliated
with any of the Insiders unless the Company obtains an opinion from an
independent investment banking firm reasonably acceptable to Ladenburg that the
business combination is fair to the Company's stockholders from a financial
perspective.

          5. Neither the undersigned, any member of the family of the
undersigned, nor any affiliate ("Affiliate") of the undersigned will be entitled
to receive and will not accept any compensation for services rendered to the
Company prior to or in connection with the consummation of the Business
Combination; provided that the undersigned shall be entitled to reimbursement
from the Company for his out-of-pocket expenses incurred in connection with
seeking and consummating a Business Combination.

          6. Neither the undersigned, any member of the family of the
undersigned, nor any Affiliate of the undersigned will be entitled to receive or
accept a finder's fee or any other compensation in the event the undersigned,
any member of the family of the undersigned or any Affiliate of the undersigned
originates a Business Combination.

          7. The undersigned will escrow all of his Insider Shares acquired
prior to the IPO until one year after the Company consummates a Business
Combination, subject to the terms of a Stock Escrow Agreement which the Company
will enter into with the undersigned and an escrow agent acceptable to the
Company.

          8. The undersigned agrees to be a Director of the Company until the
earlier of the consummation by the Company of a Business Combination or the
liquidation of the Company. The undersigned's biographical information furnished
to the



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Company and Ladenburg and attached hereto as Exhibit A is true and accurate in
all respects, does not omit any material information with respect to the
undersigned's background and contains all of the information required to be
disclosed pursuant to Item 401 of Regulation S-K, promulgated under the
Securities Act of 1933. The undersigned's Questionnaire furnished to the Company
and Ladenburg and annexed as Exhibit B hereto is true and accurate in all
respects. The undersigned represents and warrants that:

     (a) he is not subject to, or a respondent in, any legal action for, any
injunction, cease-and-desist order or order or stipulation to desist or refrain
from any act or practice relating to the offering of securities in any
jurisdiction;

     (b) he has never been convicted of or pleaded guilty to any crime (i)
involving any fraud or (ii) relating to any financial transaction or handling of
funds of another person, or (iii) pertaining to any dealings in any securities
and he is not currently a defendant in any such criminal proceeding; and

     (c) he has never been suspended or expelled from membership in any
securities or commodities exchange or association or had a securities or
commodities license or registration denied, suspended or revoked.

          9. The undersigned has full right and power, without violating any
agreement by which he is bound, to enter into this letter agreement and to serve
as a Director of the Company.

          10. The undersigned hereby waives his right to exercise conversion
rights with respect to any shares of the Company's common stock owned or to be
owned by the undersigned, directly or indirectly, and agrees that he will not
seek conversion with respect to such shares in connection with any vote to
approve a Business Combination.

          11. The undersigned hereby agrees to not propose, or vote in favor of,
an amendment to the Company's Certificate of Incorporation to extend the period
of time in which the Company must consummate a Business Combination prior to its
liquidation. Should such a proposal be put before stockholders other than
through actions by the undersigned, the undersigned hereby agrees to vote
against such proposal. This paragraph may not be modified or amended under any
circumstances.

          12. The undersigned authorizes any employer, financial institution, or
consumer credit reporting agency to release to Ladenburg and its legal
representatives or agents (including any investigative search firm retained by
Ladenburg) any information they may have about the undersigned's background and
finances ("Information").



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Neither Ladenburg nor its agents shall be violating the undersigned's right of
privacy in any manner in requesting and obtaining the Information and the
undersigned hereby releases them from liability for any damage whatsoever in
that connection.

          13. This letter agreement shall be governed by and construed and
enforced in accordance with the laws of the State of New York, without giving
effect to conflicts of law principles that would result in the application of
the substantive laws of another jurisdiction.

          14. As used herein, (i) a "Business Combination" shall mean an
acquisition by merger, capital stock exchange, asset or stock acquisition,
reorganization or otherwise, of an operating business; (ii) "Insiders" shall
mean all officers, directors and stockholders of the Company immediately prior
to the IPO; (iii) "Insider Shares" shall mean all of the shares of Common Stock
of the Company acquired by an Insider prior to the IPO or privately from the
Company simultaneously with the IPO; and (iv) "IPO Shares" shall mean the shares
of Common Stock issued in the Company's IPO.

                                        Charles W. Miersch
                                        Print Name of Insider


                                        ----------------------------------------
                                        Signature



EXHIBIT A

     CHARLES W. MIERSCH has been a member of our board of directors since our
inception. Since February 2005, Mr. Miersch has served as a consultant to the
Graduate Management Admission Council, a national management organization
responsible for the Graduate Management Admission Test ("GMAT"). From February
1972 to December 2004, Mr. Miersch was affiliated with the University of
Rochester and its Simon Graduate School of Business Administration, most
recently as a consultant and previously as an associate dean for M.B.A. programs
and development and senior associate Dean for Corporate relations and
institutional advancement. From 1996 to 2004, Mr. Miersch was a director of BFMA
Holding Corporation. From June 2004 to October 2004, he also served as acting
president of Caswell-Massey. Mr. Miersch is also chairman of the board of
Century Bank. Mr. Miersch received an A.B. from Lafayette College and an M.B.A.
from the University of Rochester.