Jayne Ludlow's last-minute goal earned Arsenal the first trophy of the season as they beat Leeds 1-0 in the FA Women's Premier League Cup final.
Midfielder Ludlow hit the bar before she found the net
Her volley from a Karen Carney corner sealed victory at Scunthorpe's Glanford Park - in front of a crowd of 3,688.
Leeds had the upper hand in a tense first half but Ludlow went close for Arsenal, heading against the bar.
Rachel McArthur had a good chance for Leeds after a poor clearance but she failed to strike the ball cleanly.
Sophie Walton and Sophie Bradley pulled the strings for Leeds early on, proving to be a stout defence whenever Arsenal attacked, and on a rare occasion when they got through, the woodwork denied Ludlow.
McArthur should have done better for Leeds when the wet weather hampered Emma Byrne's clearance and Sue Smith went close with a free-kick.
The introduction of Jessica Clarke almost had an instant impact as she nearly set up Anita Asante with a backheel before Kelly Smith and Carney both saw efforts cleared off the line for Arsenal.
Then, just as the game headed into stoppage time, Ludlow struck and there was no way back for Leeds.
Arsenal manager Vic Akers said: "I'm delighted to win the League Cup again but credit to Leeds - they worked their socks off and made it very difficult for us."
Disappointed Leeds manager Julie Chipchase said: "I'm absolutely gutted. We had a defensive strategy and it worked fantastically well for 91 minutes.
"But we showed we've come a long way since Arsenal beat us in the FA Cup final.
"This performance will be a big confidence booster for us to take back into the League."
Leeds: Fay, Bradley, Culvin, McArthur, Wright, Preston (c), Emmanuel, S Smith, Walton, Ward (Clarke 64), Burke (Sutcliffe 74). Subs Not Used: Grundy, Owen, Tomkins.
Arsenal: Byrne, Scott, Phillip, Ludlow (capt), Chapman, Asante, Grant, K Smith, Sanderson (Fleeting 66), Carney, Yankey. Subs Not Used: Spencer, Davison, Flaherty, Larkin
Referee: D Roberts