Background: The (OA) caused by imbalance between anabolic and catabolic processes within the cartilage ,one of the effects of increased catabolic changes is presence of products of extracellular matrix degradation in the synovial fluid which lead to the joint microenvironment alteration which attempt. Aim of study: Evaluate the influence of induce osteoarthritis (OA) on knee joint and looking on (OA) effect as local immune response in addition to the possible role of vitamin (D3) as protective and repairing agent against (OA) complications. Methods: Total number of rats male (89) were used and divided into three groups, first group (control group) (19) rats, second group (OA induced) (35) rats injected with papain enzyme at dose of (10 mg), treated group (35) rats which firstly injected with papain enzyme at dose (10 mg) then after (2) weeks of injection, treated the rats with vitamin D. Results and Dicussion: Macroscopic observations revealed to cartilage surface erosion , fibrillation , hypertrophied condyles, degeneration. The rats knee joints that treated (2) weeks with vitamin (D3) post (OA) induced showed smooth, intact cartilage surface. Radiographic images indicated to narrowing joints cavity (space) at knee joint of (OA) rat model, destruction of epiphyseal plate, while the results related to (OA) rats treated with vitamin (D3) showed no osteophyte growth , the synovial cavity nearest to the normal, no defect. Conclusion: Vitamin (D) prevent the stability and life of chondrocytes which lead to cartilage protection and synthesis of (ECM) , and inhibite the inflammation resulted from cartilage damaged.