Cortez eventually settled on Veracruz as a base of operations and set up a fort in the region. The Aztecs were aware of the presence of foreigners on their eastern frontier, and sent an envoy requesting that they do not approach Tenochtitlan, the capital. The beautifully crafted gold gifts he presented, however, only served to enflame the Spaniards' interest. At this point, in order to discourage retreat or treachery, Cortez ordered all of his boats burned. His men would either conquer or perish.
Cortez was told that there were two tribes that lay between he and the Aztecs. The peaceful Cholulans and the war-like and incorrigible Tlaxcalans. He knew it would be fatal to leave hostile forces behind him so he approached the Tlaxcalans first. They were enemies of the Aztecs, but they would have nothing to do with the Spaniards, and prepared for war. They Tlaxcalans tried ambush, fought ferociously, and refused the Spaniards entreaties for peace until they were thoroughly beaten. At that point, they submitted, and became the Spaniards' most loyal and valuable allies. Cortez now approached Cholulan territory. They made peace offerings to the Spaniards, but on later reports that the Cholulans planned to destroy them by treachery, Cortez ordered a massacre of the entire population. These incidents epitomize a great deal of Cortez's character. He admired and rewarded courage and forth-rightness, but abhorred cowardice and treachery. He could be magnanimous or utterly merciless.