Sautéed Spinach with Bacon and Mushrooms

This magical combination of tender sautéed spinach, crispy bacon bits, and thinly sliced mushrooms is the ultimate one-pan vegetable side dish. It also happens to be Whole30-compatible, paleo, and keto-friendly!

A closeup of sautéed spinach with bacon and mushrooms in a white bowl. The red banner at the bottom reads paleo, keto, Whole30, and gluten-free.

Once upon a time, you couldn’t eat bacon until your Whole30 was over. Nowadays, you can easily find Whole30-compatible —and delicious—bacon at most supermarkets, so you never need to take a break from bacon! All joking aside, you just need a few bacon slices to elevate a standard pan of sautéed spinach to company-worthy fare.

An overhead shot of sautéed spinach with crispy bacon bits and cremini mushrooms

This 30-minute dish is a riff on a recipe from Martha Stewart’s Everyday Food website for sautéed spinach and bacon. After surveying the contents of my crisper, I modified the dish by adding some sliced shallots and cremini mushrooms. After all, who can say no to more umami?

An Asian woman in a red apron is holding a large bowl of raw spinach and sliced bacon.


The best thing about this simple recipe is that you can make it with commonly found ingredients at the supermarket!

  • Whole30-compatible bacon: some of my favorite brands include Pederson’s, Wellshire Farms, Keller Crafted Meats, and Applegate. No matter what brand you purchase, read the labels to make sure there’s no sugar or weird additives.
  • Shallots: sliced onions or leeks also work!
  • Diamond Crystal kosher salt
  • Freshly ground black pepper
  • Cremini mushrooms: you can also use thinly sliced shiitake, oyster, or mixed mushrooms.
  • Organic spinach or baby spinach: make sure you wash and spin dry the spinach!
  • Aged balsamic vinegar: sherry, white balsamic, and red wine vinegar (Banyuls is especially nice) are all great in this dish.


  • All of my recommended kitchen tools are listed here.

How to make sautéed spinach with bacon and mushrooms

Toss the bacon bits into a cold 12-inch skillet and crank the heat to medium.

Close up of raw bacon pieces in a cold cast iron skillet.

Cook, stirring occasionally, until the bacon bits are crispy, around 10 to 12 minutes.

A pair of tongs is pushing raw bacon bits in a large cast iron skillet.

Once the bacon bits are crispy, use a slotted spoon to transfer the bacon bits to a paper towel-lined platter.

A metal slotted spoon is transferring crispy bacon bits on a paper towel.

Toss the shallots in the pan with the reserved bacon grease. Sauté the sliced shallots until they’re translucent and softened.

A pair of tongs are pushing thin shallot rings in a cast iron skillet.

Add sliced mushrooms to the pan.

Two hands are dumping a glass bowl filled with thinly sliced cremini mushrooms into a cast iron skillet.

Season with kosher salt and black pepper and cook until they’ve developed some brown bits and the liquid has cooked off.

Close up of sautéed mushrooms in a large skillet.

Stir in handfuls of the spinach in batches, adding in more spinach as the previous batch wilts.

There is a bowl with spinach in it next to a large skillet filled with spinach.

Once all the spinach has been added, season the dish salt and pepper.

Adding pepper from a pepper mill to a skillet filled with spinach

Continue stir-frying the spinach until it has just wilted. Turn off the heat and mix in the vinegar.

A hand is asking a spoonful of aged balsamic to a pan filled with spinach, mushrooms, and shallots.

Transfer the spinach to a plate and sprinkle the bacon bits on top.

A woman in a red apron is sprinkling crispy bacon bits on top of a bowl filled with sautéed spinach and mushrooms.


To hands are holding a cream colored bowl filled with sautéed spinach with bacon and mushrooms.

What main dish can you serve with this?

[Originally posted on January 29, 2011. Updated with new information and photos on April 25, 2021.]

Looking for more recipe ideas? Head on over to my Recipe Index. You’ll also find exclusive recipes on my iPhone and iPad app, and in my cookbooks, Nom Nom Paleo: Food for Humans (Andrews McMeel Publishing 2013) and Ready or Not! (Andrews McMeel Publishing 2017)!


An overhead shot of a plate filled with sautéed spinach, crispy bacon bits, shallots, and mushrooms.

Print Recipe

5 from 2 votes

Sautéed Spinach with Bacon and Mushrooms

This Whole30, keto, and paleo sauteed spinach with bacon and mushrooms is the ultimate one-pan vegetables side dish!

Prep Time10 mins

Cook Time20 mins

Total Time30 mins

Course: Side Dish

Cuisine: American

Keyword: Dairy-free, gluten-free, keto, low carb, paleo, Primal, Whole30

Servings: 4

Calories: 125kcal

Author: Michelle Tam


  • 3 bacon slices cut crosswise into ¼-inch slices
  • 2 large shallots thinly sliced
  • ¾ teaspoon Diamond Crystal kosher salt  divided
  • ¼ teaspoon freshly ground black pepper divided
  • ¾ pound cremini mushrooms thinly sliced
  • 1 pound spinach washed and ends trimmed or baby spinach
  • 2 teaspoons aged balsamic vinegar or Banyuls vinegar



Calories: 125kcal | Carbohydrates: 11g | Protein: 8g | Fat: 7g | Fiber: 3g | Sugar: 3g


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