Exhibit (i)(2)

CONSENT OF DECHERT LLP

We hereby consent to the reference to our firm under the caption “Fund Counsel” in the Statement of Additional Information comprising a part of Post-Effective Amendment No. 22 to the Form N-1A Registration Statement of Morgan Stanley Capital Opportunities Trust, File No. 033-63685. We do not thereby admit that we are within the category of persons whose consent is required under Section 7 of the Securities Act of 1933 or the rules and regulations of the Securities and Exchange Commission thereunder.

/s/ Dechert LLP  

New York, New York 

March 26, 2010