The most important development of all in the Fifth Dynasty was the growth of the power of provincial nobles. Whether as a deliberate royal policy or as the result of a weakening center, many administrative posts became hereditary and their holders began to live on estates in the provinces they administered. This led to a gradual but inexorable decline in the authority of the kings. Now that they lived in the provinces, the nobles also built their tombs there. Many were of great opulence and on a scale that would not have been acceptable in earlier times. The achievements of each official were proclaimed in an autobiography carved on the wall of the tomb, a justification of his right to enjoy offerings from others for eternity. As the owners could no longer rely on their links with the kings for an afterlife, a new philosophy began to emerge which focused on the relationship of the deceased with Osiris, the god of the Underworld. The dead man would no longer be judged on his relationship with the king but on his own merits. This would become the dominant belief of the following centuries.

A number of factors may have been important in bringing a collapse in central authority in the Sixth Dynasty, about 2180 BCE. Rainfall had been diminishing in northern Africa, and it may have been that the Nile floods were lower. Certainly there are reports of famine from this time. The long reign of Pepy II of the Sixth Dynasty, traditionally put at over ninety years but probably between fifty and seventy years, seems to have led to a gradual fossilization of political affairs with provincial nobles further consolidating their positions. Control over Nubia weakened, with expeditions there in search of gold meeting strong opposition from the local population. Signs of decline can also be seen with the tombs of Pepy's courtiers. They surround his pyramid at Saqqara as in earlier times, but now they are mudbrick rather than stone. At the same time there are reports of raids from nomadic tribes on the borders of the kingdom.

With the end of the Sixth Dynasty comes what has been traditionally called the First Intermediate Period (c. 2130 - 2040 BCE). In some areas provincial administrators appear to have taken over the administration and successfully maintained stability. By this time the system of administration was well established and the local officials highly experienced in running it. These officials would have wanted to keep order not only to maintain their own position but to give them the opportunity to provide tombs and offerings for their own afterlife. However, not all of Egypt remained peaceful. There seems to have been a major power struggle between rulers at Heracleopolis in Middle Egypt, who claimed to be the heirs of the Mephite kings, and the rulers in the provincial capital of Thebes in Upper Egypt who managed to extend their rule as far as Nubia in the south. Some texts record a major breakdown of the social order. One document talks of a world turned upside down, with a result famine, and rich and poor in upheaval. "Gold and lapis lazuli, silver and turquoise, carnelian and bronze are hung about the necks of slave girls while noble ladies walk in despair throughout the land.......Little children say [to their fathers] he should never have caused me to live." (translation: Rosalie David). however, nothing in the archaeological record suggests social or political upheaval on this scale. Whatever the reality, unity would not be restored to Egypt until about 2050 BCE with the coming of Mentuhotep II of the Eleventh Dynasty.