Numerous drilling additives and materials are used continuously because they are necessary to support and give the required properties of the drilling fluid so that to ensure the stability of the borehole. This paper aspires to evaluate the rheological properties of bentonite (montmorillonite) Trefawey as an alternative to using commercial bentonite. Monitoring and evaluating of the rheological and filtration properties were prepared. This exertion aims to focus on the effect of hematite, and barite on the rheological properties of the three aforementioned bentonite types. An improvement in the rheological properties of bentonite (montmorillonite). Trefawey was observed after adding the previous heavy materials. Hematite has by some means better ability to improve rheological properties compared to other heavy materials. The emulsifying agent used was Carboxyl Methyl Cellulose (HOCH2COONA), as it has provided excellent results parallel to the lignite. The rheological properties of bentonite (montmorillonite) Trefawey are enhanced by doubling the amount of carboxyl methyl cellulose (HOCH2COONA). The results have proved that the use of weighting materials and emulsifying agent affected the rheological properties of bentonite (montmorillonite) Trefawey in a direct emulsion. The results have shown that it is more appropriate to use carboxyl methyl cellulose as an emulsifying agent to prepare a direct emulsion than bentonite (montmorillonite) Trefawey due to its excellent effect in improving the rheological properties of bentonite (montmorillonite) Trefawey. And it can be said that this effort has succeeded in studying two effects simultaneously. In other words, both heavy substances and emulsifying agent have effects on bentonite (montmorillonite) Trefawey, in order to obtain a stable emulsion and a clearer view of the behavior of Iraqi bentonite. The above effort has focused on making bentonite (montmorillonite) Trefawey suitable for the nature of geological layers such as oil shale, limestone and sandstone. This means preparing drilling fluid using bentonite (montmorillonite) Trefawey to drill the above structures. The study has concluded that it is better to use bentonite (montmorillonite) Trefawey in preparing direct oil emulsions as a stable and successful alternative of imported bentonite.