The second phase of the Penza Region colonisation is connected with Peter the Great policy in the Black Sea area and the construction of fleet in Voronezh, for which the Penza lashmans sent ship timber.
In the late 17th century due to the advancement of the Russian state borders to the south, servicemen moved to newly built cities. Twelve thousand people were evicted from the Penza Uyezd alone. Peter I and his successors distributed Penza fertile black-soil territories to their courtiers: the Sheremetev, Shafirov, Golitsyn, Kurakin, Dolgorukiy, Trubetskoy, Buturlin, Saltykov, Apraksin, Golovin, Golovkin, Naryshkin families, etc. Therefore, the Penza Region had a well-deserved reputation as the so called nest of Russian gentlefolk.
In the 17th – 18th centuries the Penza Region became a focal point of civil wars: in 1670 – 1671 – under the leadership of Stepan Razin and in 1773 – 1775 – under the leadership of Yemelyan Pugachev.
At the close of the 17th century almost half of the modern Penza Region and parts of the Saratov and Simbirsk Governorates were part of the Penza Uyezd.
In 1708 Peter I divided Russia into eight governorates; the Penza Uyezd (Penza, Mokshan, Ramzay stockade town) was integrated into the Kazan Governorate.
In 1719 Penza acquired the enhanced status and became the centre of the province. The Penza Province of the Kazan Governorate included Penza and its surrounding areas, the Ramzay, Mokshan and Saransk Uyezds.
On September 15th, 1780, the Penza Vicegerency consisting of 13 uyezds was established. In 1780 – 1796 the first and the only governor of the Penza Vicegerency was Lieutenant-General Ivan Stupishin, subordinate to the Governor-General.
In the late 17th century there were 1261 settlements in the Penza Region, with 681050 people of both genders.
From December 31st, 1780 to March 13th, 1796 the first Penza governor was Lieutenant-General Ivan Stupishin; from March 13th, 1796 to March 15th, 1797 the second governor was Actual State Councillor Major-General Mikhail Gedeonov.
By the decree of Paul I dated December 12th, 1796, the Penza and Tambov Vicegerencies were transformed into the governorates, but on March 5th, 1797, the Penza Governorate was abolished, and as an uyezd town Penza was included into the Saratov Governorate.