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June 14, 2013	Sarah Clinton
	617-951-7375
	Sarah.Clinton@ropesgray.com

BY EDGAR

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re: Blackstone Alternative Alpha Fund (the “Fund”) (File Nos. 333-178146 and 811-22634)

Ladies and Gentlemen:

We are filing today via EDGAR Post-Effective Amendment No. 1 to the Fund’s Registration Statement on Form N-2 pursuant to the Securities Act of 1933, as amended, and Amendment No. 3 to the Fund’s Registration Statement under the Investment Company Act of 1940, as amended, (“Amendment No. 3”) on behalf of Blackstone Alternative Alpha Fund, a Massachusetts business trust.

This Amendment No. 3 is being filed for the purposes of providing certain updates with respect to the Fund’s Registration Statement filed on February 21, 2012, as revised on January 31, 2013.

No fees are required in connection with this filing. If you have any questions or need any clarification concerning the foregoing or this transmission, please call the undersigned at (617) 951-7375.

Very truly yours,

/s/ Sarah Clinton

Sarah Clinton

Enclosures

cc: Scott Sherman, Esq., Blackstone Alternative Asset Management L.P.

James E. Thomas, Esq.