•Negative effect of magnesium on spinach-borne carotenoid bioaccessibility.•Low bile levels reduce micellization, lipolysis, micelle size and zeta potential.•Stronger effects of magnesium at low bile concentration.•Bioaccessibility correlated with lipolysis, particle size, and zeta potential. Magnesium may reduce carotenoid bioavailability by forming insoluble complexes with bile salts/fatty acids, inhibiting micelle formation. Here, we investigated whether altering bile/pancreatin concentration influenced potential negative effects of magnesium on carotenoid bioaccessibility. Spinach (4g) was digested in vitro with added magnesium (0, 200, 400mg/L) and canola oil/coffee creamer, at varying bile extract (1 or 8mM) and pancreatin (100 or 990mg/L) concentrations. Bioaccessibility was determined for β-carotene, lutein, and total carotenoids via HPLC. Additionally, lipolysis, particle size, and zeta potential of the micellar fractions were investigated. Increasing magnesium concentrations negatively affected carotenoid bioaccessibility (p<0.001), lipolysis, particle size and zeta potential. The impact of magnesium on carotenoid bioaccessibility was modulated mainly by bile concentration, with samples digested with 1mM of bile being more susceptible to inhibitory effects of magnesium than those digested with 8mM (p<0.001). Thus, magnesium was found to potentially interfere with carotenoid bioaccessibility at various physiologically plausible conditions.