Beth England scored an injury time winner to hand Chelsea their first Women's League Cup.
The striker scored her 20th goal of the season in all competitions after nine minutes after Arsenal failed to deal with a cross and the striker tucked in from close range.
After constant second-half pressure, the Gunners bagged an 85th minute equaliser when Leah Williams poked home.
But as the game was ticking towards extra time, England scored her second in the 91st minute to hand Chelsea the trophy.