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!

In the quest for effortless yet immensely flavorful side dishes, this recipe for Sautéed Spinach with Bacon and Mushrooms stands out. It’s a culinary triumph that marries the delicate earthiness of mushrooms and the vibrant freshness of spinach with the irresistible crunch and savory depth of crispy bacon. Perfect for those adhering to Whole30, Paleo, or Keto diets, this dish proves that healthy eating doesn’t mean sacrificing taste or satisfaction. With just a handful of common ingredients and minimal effort, you can transform simple produce into a company-worthy side that will impress even the most discerning palates.
What makes this dish truly special is its incredible versatility and universal appeal. Whether you’re seeking a quick weeknight vegetable side or an elegant accompaniment for a special meal, this recipe delivers on all fronts. The quick sautéing method ensures the spinach remains tender-crisp, the mushrooms develop a rich, browned exterior, and the bacon offers that perfect salty bite. This isn’t just a side dish; it’s a celebration of simple ingredients working in harmony to create a truly unforgettable experience. Prepare to add this delightful, one-pan wonder to your regular cooking rotation.

The Evolution of a Flavorful Side
Not long ago, finding compliant bacon for dietary protocols like Whole30 was a challenge, often leading to temporary “bacon breaks.” Thankfully, the market has evolved, and now delicious, Whole30-compatible bacon is readily available in most supermarkets. This accessibility means you never have to pause your enjoyment of this beloved ingredient. Indeed, a few slices of quality bacon are all it takes to elevate an ordinary pan of sautéed spinach into a truly extraordinary dish.
This particular 30-minute recipe draws inspiration from a classic sautéed spinach and bacon dish, originally found on Martha Stewart’s Everyday Food website. After a quick inventory of my pantry, I decided to enhance the original by incorporating thinly sliced shallots and cremini mushrooms. This addition introduces layers of incredible umami and aromatic sweetness, transforming a simple side into a robust, full-bodied culinary experience. The result is a richer, more complex flavor profile that complements a wide array of main courses.

Ingredients for Your Sautéed Spinach with Bacon and Mushrooms
One of the many charms of this recipe is its reliance on readily available ingredients found at any well-stocked supermarket. Quality ingredients are key to unlocking the best flavors, so choose wisely.
- Whole30-Compatible Bacon: The foundation of flavor for this dish. Look for brands that are sugar-free and free from undesirable additives. Some excellent choices include Pederson’s, Wellshire Farms, Keller Crafted Meats, and Applegate. Always read the labels carefully to ensure compliance with your dietary needs.
- Shallots: These offer a milder, more delicate onion flavor compared to regular onions. Thinly slicing them ensures they caramelize beautifully and integrate seamlessly into the dish. If shallots are unavailable, thinly sliced yellow onions or even leeks can be used as a suitable substitute.
- Diamond Crystal Kosher Salt: Essential for seasoning throughout the cooking process. Its larger flakes allow for better control over salinity.
- Freshly Ground Black Pepper: Adds a pungent, spicy kick that enhances the overall flavor. Grinding it fresh makes a significant difference.
- Cremini Mushrooms: Also known as baby bellas, these mushrooms have a richer, earthier flavor than white button mushrooms. Thinly slicing them helps them cook quickly and brown evenly. For variations, consider thinly sliced shiitake mushrooms (for a stronger umami punch), delicate oyster mushrooms, or a medley of mixed mushrooms for diverse textures and flavors.
- Organic Spinach or Baby Spinach: The star vegetable, offering a wealth of nutrients and a lovely tender texture when cooked correctly. Regardless of type, thorough washing and spin-drying are crucial to remove any grit and prevent excess water from steaming the dish rather than sautéing it.
- Aged Balsamic Vinegar: A final touch that brightens the entire dish with its tangy, sweet, and slightly acidic notes. High-quality aged balsamic will lend the best flavor. Alternatives like sherry vinegar, white balsamic vinegar, or red wine vinegar (Banyuls is particularly exquisite) can also be used, each imparting its unique character.
Essential Equipment
This simple dish requires minimal equipment, making it ideal for home cooks. A good quality skillet is paramount for achieving the perfect texture and flavor.
- 12-inch Skillet: A large skillet, preferably cast iron or stainless steel, is essential. Its size allows for even cooking and prevents overcrowding, which is crucial for achieving crispy bacon, browned mushrooms, and perfectly wilted spinach without steaming.
- Slotted Spoon: Useful for removing crispy bacon while leaving the flavorful bacon grease behind.
- Paper Towel-Lined Plate: For draining excess grease from the cooked bacon.
- Tongs or Spatula: For stirring ingredients and turning items in the pan.
For a comprehensive list of recommended kitchen tools that streamline your cooking experience, you can explore my curated selections here.
How to Make Sautéed Spinach with Bacon and Mushrooms
Follow these easy steps to create a truly delicious and satisfying side dish in under 30 minutes.
Step 1: Render the Bacon
Begin by cutting your Whole30-compatible bacon slices crosswise into ¼-inch pieces. Place these bacon bits into a cold 12-inch skillet. This technique allows the bacon fat to render slowly and evenly as the pan heats, resulting in perfectly crispy bacon. Turn the heat to medium and cook, stirring occasionally, for about 10 to 12 minutes, or until the bacon bits are beautifully golden brown and crispy.

Step 2: Remove Crispy Bacon
Once the bacon bits have reached your desired level of crispiness, use a slotted spoon to transfer them to a platter lined with paper towels. This drains any excess grease, ensuring the bacon remains crunchy. Leave the rendered bacon grease in the skillet; it’s packed with flavor and will be used to sauté the remaining vegetables.

Step 3: Sauté the Shallots
Add the thinly sliced shallots to the pan, utilizing the hot bacon grease. Sauté the shallots over medium heat, stirring frequently, until they become translucent and softened, which typically takes about 1 to 2 minutes. The shallots will absorb the rich bacon flavor and add a sweet, aromatic base to the dish.

Step 4: Cook the Mushrooms
Next, add the thinly sliced cremini mushrooms to the skillet with the shallots. Season the mushrooms with ¼ teaspoon of kosher salt and ⅛ teaspoon of freshly ground black pepper. Continue to cook, stirring occasionally, until the mushrooms release their liquid, which then evaporates, and they develop a beautiful golden-brown color and tender texture. This process usually takes 5 to 7 minutes.


Step 5: Wilt the Spinach
Add the washed and spin-dried spinach to the pan in batches. Stir in handfuls of spinach, allowing each batch to wilt down before adding the next. Spinach cooks very quickly, so this ensures it doesn’t get overcrowded and steams evenly rather than becoming soggy. Continue until all the spinach has been added and has just begun to wilt.

Step 6: Final Seasoning and Vinegar
Once all the spinach has been incorporated and is mostly wilted, season the entire dish with an additional ½ teaspoon of kosher salt and ⅛ teaspoon of black pepper. Continue stir-frying for just a minute or two more until the spinach is fully wilted but still bright green and tender-crisp. Turn off the heat immediately to prevent overcooking, then stir in the aged balsamic vinegar. The vinegar adds a crucial touch of acidity and brightness that perfectly balances the rich flavors.


Step 7: Serve and Enjoy!
Transfer the beautifully sautéed spinach, mushrooms, and shallots to a serving plate or bowl. Just before serving, sprinkle the reserved crispy bacon bits generously over the top. The contrast between the tender vegetables and the crunchy bacon is simply divine. Serve hot and enjoy this incredible one-pan side dish!


Enjoy!

Tips for Perfect Sautéed Spinach with Bacon and Mushrooms
Achieving restaurant-quality results with this dish is easy when you keep a few key tips in mind:
- Start Bacon in a Cold Pan: This isn’t a myth! Starting bacon in a cold pan and gradually increasing the heat allows the fat to render slowly and thoroughly, resulting in crispier bacon with less burning.
- Don’t Overcrowd the Pan: When sautéing mushrooms and spinach, ensure there’s enough space for them to cook without steaming. Overcrowding lowers the pan’s temperature and prevents proper browning. Work in batches if necessary, especially with the spinach.
- Properly Dry Spinach: Wet spinach will steam instead of sauté, leading to a watery and less flavorful dish. Use a salad spinner or paper towels to ensure your spinach is as dry as possible before adding it to the pan.
- Season in Layers: Don’t wait until the end to season. Adding salt and pepper at different stages (with the mushrooms, then with the spinach) builds flavor throughout the dish.
- Don’t Overcook the Spinach: Spinach wilts very quickly. Cook it just until it’s tender-crisp and vibrant green. Overcooked spinach becomes mushy and loses its appealing texture and color. Remove it from the heat as soon as it’s done.
- Acidity is Key: The balsamic vinegar at the end is crucial. It brightens the rich, savory flavors of the bacon and mushrooms, adding a refreshing counterpoint. Don’t skip it!
Variations & Customizations
This recipe is a fantastic base for experimentation. Feel free to customize it to your taste or what you have on hand:
- Add Garlic: For an extra layer of aroma, mince 2-3 cloves of garlic and add them to the pan with the shallots, sautéing for about 30 seconds until fragrant.
- Spice It Up: A pinch of red pepper flakes added with the mushrooms can provide a subtle warmth and kick.
- Different Greens: While spinach is classic, you can experiment with other quick-cooking greens like kale (chop finely and sauté a bit longer), Swiss chard, or even a mix of baby greens.
- Herbaceous Notes: Fresh thyme or rosemary sprigs can be added with the mushrooms for an earthy depth, removed before serving.
- Make it a Meal: Transform this side into a light main course by stirring in some cooked shredded chicken, shrimp, or even a fried egg on top.
- Nutty Crunch: A sprinkle of toasted slivered almonds or pine nuts at the end adds another layer of texture and flavor.
Storage and Reheating
Leftover Sautéed Spinach with Bacon and Mushrooms can be stored in an airtight container in the refrigerator for up to 3 days. To reheat, gently warm the dish in a skillet over medium-low heat, stirring occasionally, until heated through. Be mindful not to overcook the spinach further. You can also microwave it, though the bacon might lose some of its crispiness.
What Main Dish Can You Serve with This?
This versatile side dish pairs beautifully with a wide range of proteins. Its rich, savory, and slightly tangy profile complements both hearty and lighter main courses. Here are some fantastic options:
- Air Fryer Cracklin’ Chicken: The crispy skin and juicy meat of this chicken would be a perfect textural and flavor contrast to the sautéed greens and mushrooms.
- Umami Roast Chicken: Enhance the umami notes of your meal with this flavorful roast chicken, which will marry beautifully with the dish’s earthy mushrooms and savory bacon.
- Spatchcocked Chicken with Herb Butter: The herbaceous and buttery chicken would find a wonderful companion in this robust vegetable side, balancing the rich flavors.
- Instant Pot Magic Short Ribs: The tender, melt-in-your-mouth short ribs would be wonderfully complemented by the lighter, yet flavorful, side, cutting through the richness.
- Instant Pot Magic Pork: A succulent pork dish would be perfectly balanced by the earthy, savory, and slightly acidic notes of the spinach and mushroom combination.
This dish also makes a fantastic accompaniment to simple grilled fish, pan-seared scallops, or even a hearty breakfast frittata.
This recipe was originally posted on January 29, 2011, and 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), Ready or Not! (Andrews McMeel Publishing 2017), and Nom Nom Paleo: Let’s Go! (Andrews McMeel Publishing 2021).
PRINTER-FRIENDLY RECIPE CARD
Sautéed Spinach with Bacon and Mushrooms
10 mins
20 mins
30 mins
4
Michelle Tam
Ingredients
- 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
Instructions
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Toss the bacon bits into a cold 12-inch skillet and crank the heat to medium. Cook, stirring occasionally, until the bacon bits are crispy, around 10 to 12 minutes.

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

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Toss the shallots in the pan with the reserved bacon grease. Sauté the sliced shallots until they’re translucent and softened, about 1 to 2 minutes.

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Add the mushrooms into the pan. Season with ¼ teaspoon kosher salt and ⅛ teaspoon black pepper and cook until they’ve developed some brown bits and the liquid has evaporated, about 5 to 7 minutes.

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

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Once all the spinach has been added, season the dish with ½ teaspoon salt, and ⅛ teaspoon pepper. Continue stir-frying the spinach until it has just wilted. Turn off the heat and mix in the vinegar.

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

Video
Watch a video demonstration of how to prepare Sautéed Spinach with Bacon and Mushrooms for best results.
Nutrition
Nutrition information is automatically calculated, so should only be used as an approximation.






