GUARANTY

EXHIBIT 10.2

GUARANTOR NAME AND ADDRESS LENDER NAME AND ADDRESS

CORVU CORPORATION COMMERCE BANK Number 200775

3400 W. 66th STREET, SUITE 445 CENTENNIAL LAKES OFFICE Amount 300,000.00

EDINA, MN 55435 7650 EDINBOROUGH WAY, Date December 02, 2004

SUITE 150

EDINA, MN 55435

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GUARANTY

DATE. The date of this Guaranty is 12-02-2004 .

For good and valuable consideration, the receipt of sufficiency of which

are hereby acknowledged, and to induce Lender (with its participants, successors

and assigns), at the option, at any time or from time to time to make loans or

extend other accommodations to or for the account of CORVU NORTH AMERICA, INC.

(Borrower) or to engage in any other transactions with Borrower, the Guarantor

hereby absolutely and unconditionally guaranties to the Lender the full and

prompt payment when due, whether at maturity or earlier by reason of

acceleration or otherwise, of the debts, liabilities and obligations described

as follows:

INDEBTEDNESS.

[_] SPECIFIC DEBTS. The Guarantor guaranties to Lender the payment and

performance of the debt, liability or obligation of Borrower to Lender

evidenced by or arising out of the following: and any extensions, renewals

or replacements thereof (indebtedness).

[_] ALL DEBTS. Except as this Guaranty may otherwise provide, the

Guarantor guaranties to Lender the payment and performance of each and

every debt, liability and obligation of every type and description which

Borrower may now or at any time hereafter owe to Lender (whether such

debt, liability or obligation now exists or is hereafter created or

incurred, and whether it is or may be direct or indirect, due or to become

due, absolute or contingent, primary or secondary, liquidated or

unliquidated, or joint, several, or joint and several; all such debts,

liabilities and obligations (indebtedness)). Without limitation, this

Guaranty includes the following described debt(s):

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ECOA EXCLUSION.

[_] If Lender, in its sole discretion, determines that Borrower is

creditworthy alone without any guaranty while evaluating whether to

renew an existing guarantied debt, liability or obligation, then

"indebtedness" excludes this debt, liability or obligation between

Lender and Borrower, except when Borrower is a closely-held

corporation and Guarantor is Borrower's owner, director or officer.

EXCLUSIONS.

[_] Guarantor will be liable for $___________ of the principal

amount of the Indebtedness outstanding at default and for all of the

accrued interest, and the expenses of collection, enforcement or

protection of Lender's rights and remedies under this Guaranty,

including reasonable attorneys' fees.

[_] Guarantor's liability will not exceed _______% of the

indebtedness outstanding at default and all of the accrued interest,

and the expenses of collection, enforcement or protection of

Lender's rights and remedies under this Guaranty, including

reasonable attorneys' fees.

[_] Indebtedness Excludes:

SECURITY.

[_] the Guaranty is unsecured.

[_] secured by MONEY MARKET ACCOUNT NO. 2002173 AT COMMERCE BANK

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[_] CONFESSIONS OF JUDGMENT. If Guarantor defaults, it authorizes any attorney

to appear in a court of record and confess judgment against it in favor of

Lender. The confession of judgment may be without process and for any amount due

on this Guaranty including collection costs and reasonable attorneys' fees.

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VA ONLY [_] CONFESSION OF JUDGMENT. Guarantor appoints and authorizes ,

attorneys in fact, to appear in the office of ______________, Virginia, to

confess judgment against Guarantor in favor of Lender, if Guarantor defaults on

this agreement. The confession of judgment may be without process and for any

amount due on this Guaranty including collection costs and reasonable attorneys'

fees. IN THIS NOTICE, YOU MEANS THE GUARANTOR. IMPORTANT NOTICE: THIS INSTRUMENT

CONTAINS A CONFESSION OF JUDGMENT WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS

YOU MAY HAVE AS A DEBTOR AND ALLOWS THE CREDITOR TO OBTAIN A JUDGMENT AGAINST

YOU WITHOUT ANY FURTHER NOTICE.

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PA only [_] WARRANT OF AUTHORITY TO CONFESS JUDGMENT. Upon default, in addition

to all other remedies and rights available to Lender, by signing below guarantor

irrevocably authorizes the prothonotary, clerk, or any attorney to appear in any

court of record having jurisdiction over this matter and to confess judgment

against Guarantor at any time without stay of execution. Guarantor waives

notice, service of process and process. Guarantor agrees and understands that

judgment may be confessed against Guarantor for any unpaid principal, accrued

interest and accrued charges due on this Note, plus collection costs and

reasonable attorneys' fees up to 15 percent of the judgment. The exercise of the

power to confess judgment will not exhaust this warrant of authority to confess

judgment and may be done as often as Lender elects. Guarantor further

understands that Guarantor's property may be seized without prior notice to

satisfy the debt owed. Guarantor knowingly, intentionally, and voluntarily

waives any and all constitutional rights Guarantor has to pre=deprivation notice

and hearing under federal and state laws and fully understands the consequences

of this waiver. By signing immediately below, Guarantor agrees to the terms of

the WARRANT OF AUTHORITY TO CONFESS JUDGMENT section.

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In this warning, you and your mean the Guarantor. OH only WARNING: BY SIGNING

THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY

ON TIME A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE

AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY

CLAIMS YOU MAY HAVE AGAINST THE CREDITOR WHETHER FOR RETURNED GOODS, FAULTY

GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE.

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SIGNATURES. By signing under seal, Guarantor agrees to the terms contained in

this Guaranty (including those on page 2). Guarantor also acknowledges receipt

of a copy of this Guaranty.

GUARANTOR:

CORVU CORPORATION

Entity Name (Seal) Entity Name (Seal)

/S/ DAVID C. CARLSON

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Name, Title (Seal) Name, Title (Seal)

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Name, Title (Seal) Name, Title (Seal)

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ADDITIONAL PROVISIONS

The Guarantor further acknowledges and agrees with Lender that:

1. NO ACT OR THING NEED OCCUR TO ESTABLISH THE LIABILITY OF THE GUARANTOR

HEREUNDER, AND NO ACT OR THING, EXCEPT FULL PAYMENT AND DISCHARGE of all