POWER OF ATTORNEY
I hereby constitute and appoint each of Brian Gavin and Peter Koffler,
signing singly, my true and lawful attorney-in-fact:
(1) to execute for and on my behalf, in my capacity as a trustee,
officer or other reporting person of Blackstone Alternative
Alpha Fund, Blackstone Alternative Alpha Fund II, or Blackstone
Alternative Alpha Master Fund, each a Massachusetts business
trust, (each, a "Fund"), Forms 3, 4 and 5 in accordance with
Section 16(a) of the Securities Exchange Act of 1934, as
amended, and the rules thereunder, and Section 30(h) of the
Investment Company Act of 1940, as amended;
(2) to do and perform any and all acts for and on my behalf that may
be necessary or desirable to complete and execute any such Form
3, 4 or 5 to and timely file such Form with the United States
Securities and Exchange Commission (the "SEC");
(3) do and perform any and all acts for and on behalf of the
undersigned that may be necessary or desirable to file for
Access Codes to the SEC EDGAR System, including but not limited
to the completion, execution and timely delivery of a statement
of authentication to the Commission in order to obtain such
EDGAR Access Codes; and
(4) to take any other action of any type whatsoever in connection
with the foregoing which, in the opinion of such
attorney-in-fact, may be to my benefit, in my best interest, or
that I am legally required to do, it being understood that the
documents executed by such attorney-in-fact on my behalf
pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact
may approve in such attorney-in-fact's discretion.
I hereby grant to each such attorney-in-fact full power and authority to do and
perform any and every act and thing whatsoever requisite, necessary, or proper
to be done in the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as I might or could do if personally present,
with full power of substitution, resubstitution or revocation, hereby ratifying
and confirming all that such attorney-in-fact, or such attorney-in-fact's
substitute or substitutes, shall lawfully do or cause to be done by virtue of
this power of attorney and the rights and powers herein granted. I acknowledge
that the attorneys-in-fact, in serving in such capacity at my request, are not
assuming, nor is any Fund assuming, any of my responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934, as amended, and the rules
thereunder, and Section 30(h) of the Investment Company Act of 1940, as amended.
This Power of Attorney shall remain in full force and effect until I am no
longer required to file Forms 3, 4 and 5 with respect to my holdings of and
transactions in Fund securities, unless I earlier revoke it in a signed writing
delivered to the attorneys-in-fact.
IN WITNESS WHEREOF, I have caused this Power of Attorney to be executed
as of this 24 day of February, 2016.
/s/ Peter M. Gilbert
------------------------
Signature
Peter M. Gilbert
------------------------
Print Name
