POWER OF ATTORNEY
              FOR EXECUTING FORM ID, FORMS 3, FORMS 4 AND FORMS 5,
                        FORM 144 AND SCHEDULE 13D AND 13G

The undersigned hereby constitutes and appoints each of Paul A. Scoff and Carrie
M. Kane, acting individually with full power of substitution, as the
undersigned's true and lawful attorney-in-fact to:

        1)      Execute for and on behalf of the undersigned a Form ID
        (including amendments thereto), or any other forms prescribed by the
        Securities and Exchange Commission, that may be necessary to obtain
        codes and passwords enabling the undersigned to make electronic filings
        with the Securities and Exchange Commission of the forms referenced in
        clause (2) below;

        2)      Execute for and on behalf of the undersigned (a) any Form 3,
        Form 4 and Form 5 (including amendments thereto) in accordance with
        Section 16(a) of the Securities Exchange Act of 1934, as amended (the
        "Exchange Act"), (b) Form 144 and (c) Schedule 13D and Schedule 13G
        (including amendments thereto) in accordance with Sections 13(d) and
        13(g) of the Exchange Act, but only to the extent each form or schedule
        relates to the undersigned's beneficial ownership of securities of
        Sprague Resources LP or any of its subsidiaries;

        3)      Do and perform any and all acts for and on behalf of the
        undersigned that may be necessary or desirable to complete and execute
        any Form ID, Form 3, Form 4, Form 5, Form 144, Schedule 13D or Schedule
        13G (including amendments thereto) and timely file the forms or
        schedules with the Securities and Exchange Commission and any stock
        exchange or quotation system, self-regulatory association or any other
        authority, and provide a copy as required by law or advisable to such
        persons as the attorney-in-fact deems appropriate; and

        4)      Take any other action in connection with the foregoing that, in
        the opinion of the attorney-in-fact, may be of benefit to, in the best
        interest of or legally required of the undersigned, it being understood
        that the documents executed by the attorney-in-fact on behalf of the
        undersigned pursuant to this Power of Attorney shall be in the form and
        shall contain the terms and conditions as the attorney-in-fact may
        approve in the attorney-in-fact's discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority
to do and perform all and every act 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 the undersigned might or could do if personally present,
with full power of substitution or revocation, hereby ratifying and confirming
all that the attorneys-in-fact shall lawfully do or cause to be done by virtue
of this Power of Attorney and the rights and powers granted herein. The
undersigned acknowledges that the attorneys-in-fact, in serving in such capacity
at the request of the undersigned, are not assuming (nor is Sprague Resources LP
assuming) any of the undersigned's responsibilities to comply with Section 16 of
the Exchange Act.

The undersigned agrees that the attorneys-in-fact may rely entirely on
information furnished orally or in writing by or at the direction of the
undersigned to the attorneys-in-fact. The undersigned also agrees to indemnify
and hold harmless Sprague Resources LP and each attorney-in-fact against any
losses, claims, damages or liabilities (or actions in these respects) that arise
out of or are based upon any untrue statements or omissions of necessary facts
in the information provided by or at the direction of the undersigned, or upon
the lack of timeliness in the delivery of information by or at the direction of
the undersigned, to the attorneys-in fact for purposes of executing,
acknowledging, delivering or filing a Form ID, Form 3, Form 4, Form 5, Form 144,
Schedule 13D or Schedule 13G (including amendments thereto) and agrees to
reimburse Sprague Resources LP and the attorneys-in-fact on demand for any legal
or other expenses reasonably incurred in connection with investigating or
defending against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Form ID, Form 3, Form 4, Form 5, Form
144, Schedule 13D and Schedule 13G (including amendments thereto) with respect
to the undersigned's holdings of and transactions in securities issued by
Sprague Resources LP, unless earlier revoked by the undersigned in a signed
writing delivered to the attorneys-in-fact. This Power of Attorney does not
revoke any other power of attorney that the undersigned has previously granted.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.

/s/ Ben J. Hennelly
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Signature

Ben J. Hennelly
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Type or Print Name

11/30/2011
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Date