Asphalt cement is used as the main part of mixtures in pavement materials. It is necessary to know the physical and rheological properties to simulate the behavior of the asphalt binder. Rutting and pavements crack are the major distress of flexible pavement to enhance the properties of asphalt binder and to prolong the lifetime of roads must modify asphalt binder. The purpose of this paper is to analyze the physical and rheological properties where they are important parameters for predicting the efficiency of the asphalt binder. For the preparation of modified asphalt binders, asphalt (40-50) grade penetration from Daurah refinery has been used with two additives of bentonite (khawa clay) and crumb rubber; each additive has three percent (3 %, 6 %, and 9 %) of asphalt weight. To assess, the rheological properties used in numerous experiments involved the rotational viscometer (RV) at two temperatures of 135℃ ,165℃ , the dynamic shear rheometer (DSR) for the asphalt binder. The physical properties were tested via several conventional methods, such as penetration, ductility, and softening point tests. Also, a thin-film oven test to study the aging of original and modified asphalt pavement. The optimum content of the modifiers was 6% crumb rubber and 9% bentonite. From the result can conclude that the addition of bentonite and crumb rubber enhance asphalt properties such as increase the viscosity, ductility, and softening point, decrease penetration Compared to original asphalt, based on the results of rheological tests, the performance grade (PG) of original asphalt binder was PG64-16, and the performance degree for Bentonite modified Asphalt binder was PD70-16 and crumb rubber modified Asphalt binder was PD76-16.