SELECTED DEALER AGREEMENT

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SELECTED DEALER AGREEMENT

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Ladies and Gentlemen:

1. Registration under the Securities Act of 1933, as amended ("Securities

Act"), of the sale of 25,000,000(1) Units ("Units"), each Unit consisting of one

share of common stock, par value $.0001 per share, of Star Maritime Acquisition

Corp., a Delaware corporation ("Company"), and one warrant to purchase one share

of common stock, as more fully described in the preliminary prospectus, dated

____________, 2005 and in the final prospectus ("Prospectus"), which will be

forwarded to you, will become effective in the near future. Maxim Group LLC and

the several underwriters named in the Prospectus ("Underwriters") are severally

offering for sale certain of the Shares that we have agreed to purchase from the

Company for purchase by a selected group of dealers ("Selected Dealers") on the

terms and conditions stated herein.

Authorized Public Offering Price: $____ per Unit

Dealers' Selling Concession: Not to exceed $0.___ per Unit payable

upon termination of this Agreement,

except as provided below. We reserve the

right not to pay such concessions on any

of the Unit purchased by any of the

Selected Dealers from us and repurchased

by us at or below the price stated above

prior to such termination.

Reallowance: You may reallow not in excess of $0.___

per Unit as a selling concession to

dealers who are members in good standing

of the National Association of

Securities Dealers, Inc. ("NASD") or to

foreign dealers who are not eligible for

membership in the NASD and who have

agreed (i) not to sell the Unit within

the United States of America, its

territories or possessions or to persons

who are citizens thereof or residents

therein, and (ii) to abide by the

applicable Conduct Rules of the NASD.

Delivery and Payment: Delivery of the Unit shall be made on or

about ________, 2005 or such later date

as we may advise on not less than one

day's notice to you, at the principal

office of Maxim Group LLC, 405 Lexington

Avenue, New York, New York 10174, or at

such other place as we shall specify on

not less than one day's notice to you.

Payment for the Units is to be made,

against delivery, at the authorized

public offering price stated above, or,

if we shall so advise you, at the

authorized public offering price less

the dealers' selling concession stated

above, by a certified or official bank

check in New York Clearing House Funds

payable to the order of Maxim Group LLC.

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(1) Plus the over-allotment option available to the Underwriters to purchase

up to an additional 2,500,000 Units.

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Termination: This Agreement shall terminate at the

close of business on the 45th day

following the effective date of the

Registration Statement (of which the

Prospectus forms a part), unless

extended at our discretion for a period

or periods not to exceed in the

aggregate 30 additional days. We may

terminate this Agreement, whether or not

extended, at any time without notice.

2. Any of the Units purchased by you hereunder are to be offered by you to

the public at the public offering prices, except as herein otherwise provided

and except that a reallowance from such public offering prices not in excess of

the amount set forth on the first page of this Agreement may be allowed as

consideration for services rendered in distribution to dealers that (a) are

actually engaged in the investment banking or securities business; (b) execute

the written agreement prescribed by Rule 2740 of the NASD Conduct Rules; and (c)

are either members in good standing of the NASD or foreign banks, dealers or

institutions not eligible for membership in the NASD that represent to you that

they will promptly reoffer such Units at the public offering price and will

abide by the conditions with respect to foreign banks, dealers and institutions

set forth in paragraph 11 below.

3. You, by becoming a Selected Dealer, agree (a) upon effectiveness of the

Registration Statement and your receipt of the Prospectus, to take up and pay

for the number of Units allotted and confirmed to you, (b) not to use any of the

Units to reduce or cover any short position you may have, (c) upon our request,