Concluding an Association Agreement (AA)with a DCFTA has been a centrepiece of EU-Ukraine relations in recent years, and the ambition of concluding similar agreements with other Eastern Partnership (EaP) countries gave meaning to the EU framework policies in the region. Starting from mid 2000s, the AA served as a major incentive of the EU conditionality toward Ukraine. Contrary to what was intended and expected, however, Ukrainian government under the presidency of Viktor Yanukovych refused to conclude the Association Agreement after a lengthy process of negotiations and preparation for the signature on the EaP summit in Vilnius in 2013. Moreover, in the course of the country-wide mass uprising that followed, the Yanukovych government turned into a more authoritarian version of itself, something which the EU tended to avoid through the AA-related conditionality. To explore EU performance in this case, the paper traces and analyses EU policy of conditionality toward Ukraine under the Presidency of Viktor Yanukovych (February 2010 – February 2014). The analysis shows that the rationalist intergovernmental bargaining model of conditionality toward Yanukovych's Ukraine failed to yield the results. However, we argue that deployed as a tool for mobilisation and differential empowerment of domestic actors the EU policy of conditionality has managed to bring the desired outcome, despite the fact that it did follow unexpected and unintended by the EU logic of change. Elements of process- and outcome-driven EU performance are analysed on the basis of a variety of primary and secondary sources, including in-depth interviews with EU and Ukrainian diplomats, officials and experts conducted throughout the studied period in Brussels and Kyiv.