This experiment was conducted to evaluate the effects of different concentrations (0, 1, 2, 3 and 4 mg L^-1) of lead (Pb) and cadmium (Cd) in vitro on the growth characteristics, enzymatic activity and Pb and Cd compositional content of Spinacia oleracea as CRD with three replications. The seeds were cultivated on MS medium and the traits were measured after 40 days. The results revealed that the highest malondialdehyde, H₂O₂ and the highest Cd content in leaves and roots were observed with 3 and 4 mg L^-1 Cd treatments. The greatest data for catalase and SOD were recorded with four mg L^-1 Cd and control plants, respectively. The highest data for the leaves number and width was recorded in control plants not receiving Cd and Pb treatments. The results also showed that with any increase in Pb treatment levels, the amounts of MDA, CAT, SOD and H₂O₂ were increased, correspondingly. The highest lead content was measured in the leaves and roots of plants treated with 4 mgL^-1 of Pb. The results for bio-concentration factor showed that spinach could be considered as an excellent candidate for the phytoremediation of both Cd and Pb.