Beginning with Dynasty VII, 2181 B.C.-2173 B.C., the pharaoh continued on the throne in Memphis, but most of the provincial governors became hereditary rulers in their own right. Irrigation suffered, there were crop failures and famine, and foreign trade ceased. In 2160 B.C., a ruler in Heracleopolis, just south of the Faiyum area, established himself as pharaoh, founding Dynasty IX. Armies became important, as the new dynasty sought to expand its authority and the provincial rulers sought to keep theirs.

Dynasty XI was founded in the southern city of Thebes in 2133 B.C. One of its pharaohs, Mentuhotep II, became powerful enough to defeat the Heracleopolitans, uniting Egypt under his rule in 2040 B.C.