1) Memphis was an ancient Egyptian city that served as the capital of Egypt for over 3000 years from around 3100 BC.
2) Founded by King Menes, Memphis was strategically located between Upper and Lower Egypt and was the administrative and religious center during the Old Kingdom.
3) By the time of Herodotus' visit in the 5th century BC, Memphis was a large cosmopolitan city but began a long decline after the rise of Thebes and later Alexandria as the capital. The actual demise of Memphis occurred after the Muslim conquest in 641 AD when the new capital was established at Fustat, now part of Cairo.