EXHIBIT 32.2

                        CERTIFICATION OF PERIODIC REPORT

      Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C.
Section 1350, the undersigned officer of RenaissancE Learning, Inc. (the
"Company"), hereby certifies that, to the undersigned's knowledge:

      (1)   the Company's Quarterly Report on Form 10-Q for the quarter ended
            June 30, 2004 (the "Report") fully complies with the requirements of
            Section 13(a) or 15(d), as applicable, of the Securities Exchange
            Act of 1934; and

      (2)   the information contained in the Report fairly presents, in all
            material respects, the financial condition and results of operations
            of the Company.

Dated: August 6, 2004

                                 /s/ Steven A. Schmidt
                                 ---------------------------------------------
                                 Name:  Steven A. Schmidt
                                 Title: Executive Vice President and
                                        Chief Financial Officer

THIS WRITTEN STATEMENT ACCOMPANIES THIS REPORT PURSUANT TO SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002 AND SHALL NOT BE DEEMED TO BE FILED BY THE COMPANY
FOR PURPOSES OF THE SECURITIES EXCHANGE ACT OF 1934.