On receiving intelligence of these circumstances, which he implicitly believed, the viceroy determined to march from Popayan to Quito, satisfied that he should be easily able to overpower the small force left there under Puelles, who had no means of being reinforced. He accordingly began his march, during which he was unable to procure any intelligence whatever respecting Gonzalo and his troops, so carefully were all the passes guarded to prevent either Christians or Indians from conveying advices on the road towards Popayan. While, on the contrary, Gonzalo procured regular notice of every step taken by the viceroy, by means of the Indians called Cagnares, a cunning and intelligent race. Accordingly, when the viceroy was arrived within a few days march of Quito, Gonzalo returned thither with his troops to join Puelles, and they marched together to meet the viceroy, who was then at Oravalo about twelve leagues from Quito. Although the viceroy was at the head of eight hundred men, and his force increased daily on his approach to Quito, Gonzalo confided in the valour and experience of his troops, among which were many of the principal persons in Peru, his soldiers being inured to war, accustomed to hardships and fatigue, and full of confidence in themselves from the many victories they had gained. Gonzalo did every thing in his power to satisfy his troops of the justice of the cause in which he and they were engaged; representing to them that Peru had been conquered by him and his brothers; recalling to their remembrance the cruelties which had been exercised by the viceroy, particularly in putting to death the commissary Yllan Suarez and several of his own captains. In the next place, he gave an exaggerated picture of the tyrannical conduct of the viceroy during the whole period of his government, owing to which he had been deposed by the royal audience, and sent out of the country to give an account to the king of his conduct: Instead of which, he now endeavoured to disturb the colony by sowing dissensions and encouraging insurrections, and had even levied an army in other provinces, with which he intended to reduce the country under his tyrannous rule, and to ruin all its inhabitants. After a long speech, by which he endeavoured to animate his troops with resentment against the viceroy, they all declared their readiness to march against him and bring him to battle. Some were actuated by interested motives, to prevent the enforcement of the obnoxious regulations; others by a desire of avenging private injuries; and others again by the fear of punishment for having taken up arms. But it is not to be concealed, that the majority acted from dread of the severity of Gonzalo and his officers, who had already put several persons to death, merely for having shewn some degree of coldness or disinclination towards the cause of the insurgents.

On reviewing and mustering his force, Gonzalo found himself at the head of 130 well mounted cavalry, 200 musqueteers, and 350 armed with pikes, or near 700 in all, with abundance of excellent gun-powder19. Learning that the viceroy had encamped on the banks of the river about two leagues from Quito, Gonzalo advanced to meet him. Juan de Acosta and Juan Velez de Guevara were his captains of musqueteers, Hernando Bachicao commanded the pikemen, and the horse were led by Pedro de Puelles and Gomez de Alvarado. On this occasion there was no person appointed to the office of major-general, the duties of which Gonzalo chose to execute in person. He detached seventy of his cavalry to occupy a ford of the river, by which he meant to cross over towards the camp of the viceroy, over whom he expected to gain an easy victory. It was now Saturday the 15th of January 1546, and the two armies remained all night so near each other that the advanced posts were able to converse, each calling the other rebels and traitors, those on each side pretending that they only were loyal subjects to the king.

At this time, Gonzalo Pizarro was accompanied by the licentiate Benedict Suarez de Carvajal brother to the commissary Yllan Suarez de Carvajal who had formerly been put to death at Lima in presence of the viceroy. At that former period Benedict was on his journey from Cuzco to Lima, intending to have joined the viceroy against Gonzalo, and had arrived within twenty leagues of Lima when he learnt the murder of his brother, after which he dared not to trust himself in that city until the viceroy had been deposed and sent on board ship. He was afterwards made prisoner by Gonzalo, who was even on the point of putting him to death; but on setting out for Quito, Gonzalo took him into favour. Carvajal now followed him with good will against the viceroy, upon whom he was eager to take signal vengeance for the unmerited death of his brother; and was even followed on this occasion by about thirty of his friends and relations, who formed a separate company under his immediate command.

The viceroy had arrived at a village called Tuza, about twenty leagues from Quito, when he learnt that Gonzalo Pizarro was returned to that city, and was now at the head of about seven hundred men. Believing himself however in sufficient force to attempt the recovery of his authority in Peru, the viceroy communicated this intelligence to his principal officers, whom he commanded to have every thing in readiness for battle. On his arrival at the river within two leagues of Quito, and in presence of the enemy who occupied the slope of a hill on the other side, he determined to endeavour to get into their rear, for which purpose he advanced with his troops by a road in a different direction from that on which the insurgents were posted, expecting to derive great advantages from this measure, as the whole infantry of Gonzalo, which formed his principal force, were posted on the slope of the hill directly in front, and his rear-guard of cavalry could have no suspicion of being liable to attack. The viceroy accordingly began his march on the night of the 15th January, leaving his camp standing with all his Indians and dogs, and with fires burning in many places, to deceive the enemy into a belief that he still remained in the camp. Marching therefore in perfect silence by the road which had been pointed out to him for gaining the rear of the insurgents, he expected to have attained his object before day: But as the road, had not been frequented for a long time, he encountered so many obstructions and difficulties, in consequence of the road being broken up in many places, that when day broke he was still a league from the enemy, by which all hope or opportunity of surprizing them was entirely lost. In this dilemma, he came to the resolution of marching straight upon Quito, in which there were very few to oppose him, and which was in no situation to give any resistance. He was in hopes of finding several loyal subjects in that place, who might have contrived to elude following the usurper to the field, and might now join his army, and he expected to find some arms and military stores left there by Gonzalo. On arriving at Quito, the soldiers of the viceroy learnt that Gonzalo was present with all his troops, which circumstance had hitherto been carefully concealed from their knowledge.

In the morning of the 16th, the scouts of Gonzalo were surprised to hear so little noise in the camp of the viceroy; and having cautiously advanced, they learnt from the Indian followers of the royalist army in what manner the viceroy had passed the insurgents during the night. The scouts therefore made haste to apprize Gonzalo of this event, who learnt soon afterwards by messengers from Quito that the viceroy had taken possession of that city. Gonzalo therefore immediately marched for Quito, determined to give battle to the viceroy without delay; and although the viceroy was perfectly aware of the advantages possessed by Pizarro in the superior discipline and equipment of his troops, he courageously resolved to run the risk of battle, and even to expose himself personally to all its dangers. In this determination, he boldly marched from the city of Quito directly towards the enemy, as if assured of gaining a victory. To Don Alfonzo de Montemayor, who commanded his first company with the royal standard, he assigned the office of lieutenant-general, commanding every one to obey him in that capacity. Cepeda and Bazan led the cavalry, and Ahumada carried the great standard. Sancho Sanchez de Avila, Hernandez Giron, Pedro Heredia, and Rodrigo Nunnez de Bonilla were captains of infantry, over which Juan de Cabrera commanded as major-general. The viceroy was earnestly requested by all his officers not to engage in the front of battle as he intended, but to take post in the rear with fifteen horsemen, whence he might send succours to wherever they might be required; yet, when the engagement was about to commence, the viceroy rode up to the vanguard, and took his place beside the lieutenant-general, Don Alfonzo, in front of the royal standard. On this occasion the viceroy was mounted on a grey horse, dressed in an upper garment of white muslin, with large slashes, shewing an under vest of crimson satin fringed with gold. Just before beginning the engagement, he addressed his troops to the following effect: "I do not pretend, my loyal friends, to encourage you by my words and example, as I rather look for an example of bravery from your courageous efforts, and am fully convinced you will do your duty as brave and faithful subjects of our gracious sovereign. Knowing therefore your inviolable fidelity to the king our common master, I have only to say that we are engaged in the cause of God." These last words he repeated several times, exclaiming, "It is the cause of God! It is the cause of God!"