This paper mobilises a governmentality framing drawing on Miller and Rose (1990) and Rose and Miller (1992) to examine how fluctuating rationalities and programmes of government shaped the construction of accountability over several decades in the relationship between Dutch development NGOs and their governmental funder. It unveils a dynamic, mutually constitutive interrelationship between an assortment of NGO accountability technologies and the shifting rationalities and programmes that underpinned their emergence and adoption. We show how a rationale idealising improved NGO accountability through quality improvement underwent constant modification in a context where programmes seeking to facilitate this ideal were congenitally failing and continually altered. Within these efforts to shape the conduct of NGOs we call attention to the constitutive role of NGO ‘counter-conduct’ – conduct by NGOs motivated by a desire to be governed differently (Foucault, 2007). We uncover what Foucault (2007) refers to as the “correlation between conduct and counter-conduct” (p. 196) in the process through which accountability technologies were mutually moulded in the interactions between NGOs and their governmental funder; a correlation frequently overlooked in analyses of governmentality. We unearth five interrelated forms of NGO counter-conduct - associating self-governance with good governance; concentrating engagement at the programmatic level; pre-emption; ‘working around’ core programmatic aims; and aligning the ‘rules of competition’ with existing expertise. We illustrate how this counter-conduct was initially, albeit not ultimately, constitutive of governmentality as it stimulated shifts towards programmatic aims of cost consciousness, increased professionalisation, and enhanced NGO cooperation. Within this process, the creation of competition for funding among NGOs emerged as an objective of accountability thereby offering a counterpoint to prior research which frequently perceives competition for funding as an explanation for increased attention to NGO accountability.