In 2009, the Professional Arena Soccer League was looking to expand following the collapse of the Colorado Lightning after the 2008-09 season. Louisville was awarded the team in August with the ownership group of Wayne Estopinal and Ted Nichols and the new team was aptly named the Lightning as well. The team joined the Eastern Division of the PASL with the 1790 Cincinnati Express, Detroit Waza, and St. Louis Illusion, moving the Texas Outlaws from the Eastern Division to the Western Division.
Only three months later, the Lightning opened the season at home against the 1790 Cincinnati Express, losing a tight match 6-5. The following week, Louisville notched their first-ever victory against the Detroit Waza 8-3, kicking off what was to be a highly successful inaugural year. The team evened out to 4-4 by mid-January, before throwing together a 5-game winning streak, including crushing the St. Louis Illusion 8-1, Detroit Waza 15-6, and Ohio Vortex 14-8 in consecutive home games. Despite ending the year with two wins against division-leading Cincinnati and Detroit, the Lightning finished one game out of playoff contention at 11-5 to the 12-4 1790 Cincinnati Express.
In addition to the regular season, the Lightning cruised their way through the first two rounds of the US Open Cup, defeating the West Virginia Quantum Force 22-1 and Ohio Vortex 18-4. Close wins over the Detroit Waza 7-6 and 1790 Cincinnati Express 8-5 put the new team in the championship game against the veteran San Diego Sockers to be played in Louisville in April 2010. San Diego started off early and defeated Louisville 11-7, earning their first Open Cup championship in the second year of the tournament.
There was a silver lining in the season for Louisville, as the team received several honors at the end of the year. First-year coach Scott Budnick won Coach of the Year for his accomplishments. F Safet Kovacevic was honored by being named All-League First Team, while D Jonathan Kincheloe was named to the Second Team.
In January 2010, the Lightning signed Louisville native John Michael Hayden, formerly of the MLS Houston Dynamo. He made his debut against the Ohio Vortex on January 2, scoring two goals in the 11-9 win. He re-signed with the team in September 2010. The deal opened the door for more professional talent to put on the Lightning uniform. Later that year, the team signed Othaniel Yanez and Thabiso Khumalo, becoming the first PASL team to have three former MLS players on its roster at the same time.
The new season also brought changes outside the lines. First-year coach Scott Budnick stepped down, and co-owner Ted Nichols took his spot. The year started off poorly, going 1-5 in PASL play with the sole win a 13-7 victory in Tijuana. The newly renamed Cincinnati Kings edged Louisville in the season opener 6-5, followed by another home heartbreaker 6-4 to Detroit. After beating Tijuana, the Lightning faced off with San Diego in a rematch of the US Open Cup final the previous year, except this time in San Diego. The outcome was a familiar one, losing 11-5. After an easy victory in the US Open Cup over the Evansville Crush 25-3, Louisville welcomed San Diego to Louisville again, losing 10-7, followed by a losing trip to Cincinnati 11-9.
Following another easy US Open Cup victory over A.A.F.C. (following that team’s impressive upset of the Detroit Waza in the first round) 23-5, Louisville sacked Detroit on the road 10-4, followed by yet another loss to Cincinnati 10-7. Standing at 2-6, Louisville made a comeback. They rolled off four straight victories, three against the Ohio Vortex (8-3, 14-7, 11-4), and another against Detroit (8-7). After two close losses against Detroit (10-9) and the Illinois Piasa (11-8), the Lightning finished strong with a 13-6 drubbing of Ohio, followed by the team’s first-ever victory in Cincinnati 9-4, the Kings' first-ever home loss.
The victory over Cincinnati also came with some added drama. After the victory over A.A.F.C. in the quarterfinals of the US Open Cup, Louisville and Cincinnati were slated to play in the semifinals. Normally, when two PASL teams match up against each other in the tournament and they have a future game within an acceptable time frame, that game would count as both a PASL regular season game and the US Open Cup game in order to avoid unnecessary costs. However, Cincinnati claimed to already be selling tickets for a separate game to count as the Cup game. While Louisville was willing to play in a separate game, it pushed strongly for the March 4 matchup to count as both. After deliberation, the PASL decided that Louisville should forfeit the match instead of deciding the outcome on the field. The victory over Cincinnati would have resulted in Louisville facing off with San Diego in the US Open Cup finals for the second straight year, but instead San Diego defeated Cincinnati 13-6.
At the end of their second season, the Lightning finished 10-8 (8-8 PASL), good enough for second place for the second straight year in the Eastern Division, edging out Detroit by goal differential (+23 to -1). The second offseason came with even more changes outside the lines. Player/General Manager David Horne stepped down for a position at the University of Louisville, promoting former VP of Operations Nick Stover to the top spot. Also, co-owner Ted Nichols resigned after his first year of coaching duties, allowing the team to pursue their first full-time coach. After weeks of searching through candidates, the Lightning found longtime indoor star Kyt Selaidopoulos, formerly of the Milwaukee Wave and Canadian national futsal team. A press conference to announce the hire was held on June 13, 2011.