As much as it is a vehicle for democratization, protest and political contention can also cause and accompany de-democratization. This article will explore a particular case of de-democratization in the contentious political context of Cambodia under the United Nations pacification mandate of 1992-93. With a traumatic recent past, a ruling elite that mostly remained in power from the previous regime and an opposition having the same authoritarian aspirations, contention and protest became the main political tool in this period of so called “democratic transformation”. In fact, this period facilitated for the former communist elite, disguised now in a democracy and free market promoter, the reshaping of the regime according to the new international imperatives. Protest played a key role in this transformation, being mainly used to justify a strong hand by the government, who argued with the danger of a new civil war.