Carlito (Al Pacino) tries to hide from the Italians as much as possible but ends up shooting them all on the train station escalator. He makes it to the train and ensures Gail (Penelope Ann Miller) that they'll be alright. But then a mystery man next to them (who turns out to be Benny Blanco (John Leguizamo)) turns around and shoots Carlito. Pachanga set him up and in turn is shot by Blanco who runs off. Carlito gives Gail some money to leave with their unborn child. Carlito dies.