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                                                                    EXHIBIT 4.14

                       FORM OF GENERAL SECURITY AGREEMENT

            THIS AGREEMENT made as of the 7th day of February, 2003.

BY:

[Name of guarantor Debtor], a company [incorporated/continued] under the laws of
[jurisdiction], having its chief executive office at 333 King Street, Toronto,
Ontario, M5A 3X5

                                                                  (the "DEBTOR")

IN FAVOUR OF:

BANK OF AMERICA, N.A., a duly constituted bank, having a place of business at
555 South Flower, 17th floor, in the City of Los Angeles, California, 90071, and
at 200 Front Street West, Suite 2700, Toronto, Ontario, M5V 3L2, for itself and
as agent for the Lenders under and as defined ina credit agreement dated as of
February 7th, 2003 among Sun Media Corporation, as Borrower, the financial
institutions named on the signature pages thereto, as Lenders, and the Agent, as
Administrative Agent (as same may subsequently be amended, amended and restated,
modified, supplemented or replaced from time to time, the "CREDIT AGREEMENT")

                                                           (the "SECURED PARTY")

WITNESSES THAT IN CONSIDERATION of the sum of $1.00 in lawful money of Canada
now paid by the Secured Party to the Debtor and for other good and valuable
consideration (the receipt and sufficiency of which are hereby acknowledged),
the Debtor agrees with the Secured Party as follows:

                           ARTICLE 1 - INTERPRETATION

         1.1 DEFINITIONS

         In this agreement and in any amendments hereto, unless the context
         otherwise requires, capitalized terms not otherwise defined have the
         meaning ascribed thereto in the Credit Agreement, and the following
         terms have the meaning ascribed thereto as follows:

         (a)      "BUSINESS DAY" means a day (other than a Saturday or Sunday)
                  on which chartered banks are open for business during normal
                  banking hours in Toronto, Ontario;

         (b)      "COLLATERAL" means all personal property and assets now owned
                  or hereafter acquired by the Debtor, wheresoever located,
                  including, without limitation, the property and assets of the
                  Debtor referred to in section 2.1; provided always that


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                  the term "COLLATERAL" when used herein shall not include any
                  consumer goods of the Debtor. Any reference to "COLLATERAL"
                  herein shall be deemed to be a reference to the Collateral or
                  any part thereof;

         (c)      "EVENT OF DEFAULT" has the meaning ascribed thereto in section
                  3.1;

         (d)      "OBLIGATIONS" means all obligations of the Debtor under
                  [      ];

         (E)      "PPSA" means the PERSONAL PROPERTY SECURITY ACT (Ontario) as
                  the same may from time to time hereafter be amended or any
                  legislation that may be substituted therefor as the same may
                  from time to time be amended;

         (f)      "SECURITY INTEREST" means collectively the mortgage, charge,
                  pledge, assignment and transfer of, and the security interest
                  in, the Collateral granted to the Secured Party by the Debtor
                  pursuant to section 2.1; and

         (g)      "THIS AGREEMENT", "HEREOF", "HEREIN", "HERETO" and like
                  references refer to this general security agreement and any
                  schedules, exhibits or appendices hereto and not to any
                  particular Article, section or other subdivision of this
                  general security agreement.

         1.2      TERMS DEFINED BY THE PPSA

         Unless there is something in the context or subject matter inconsistent
         therewith, words and phrases not otherwise herein defined that are
         defined in the PPSA shall have the meanings ascribed thereto
         respectively by the PPSA.

         1.3      HEADINGS

         The division of this agreement into Articles and sections and the
         insertion of headings herein are for convenience of reference only and
         shall not affect the construction or interpretation hereof.

         1.4      NUMBER AND GENDER

         In this agreement, where the context so requires, words importing the
         singular number shall include the plural and vice versa, words
         importing any gender shall include all genders (including the neuter),
         and words importing persons shall include individuals, partnerships,
         associations, trusts, unincorporated organizations and corporations.

         1.5      CURRENCY

         Unless otherwise specified herein, all statements of or references to
         dollar amounts in this agreement shall mean lawful money of Canada.

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         1.6      PROHIBITED PROVISIONS

         If any provision herein is determined to be void, voidable or
         unenforceable, in whole or in part, such determination shall not affect
         or impair or be deemed to affect or impair the validity of any other
         provision hereof and all the provisions hereof are hereby declared to
         be separate, severable and distinct.

         1.7      APPLICABLE LAW AND ATTORNMENT CLAUSE

         This agreement and all documents delivered pursuant hereto shall be
         governed by and construed in accordance with the laws of the Province
         of Ontario and the federal laws of Canada applicable therein, and the
         parties hereby attorn to the non-exclusive jurisdiction of the courts
         of the Province of Ontario and to any courts from which an appeal of
         the decisions of such court may be taken.

            ARTICLE 2 - CREATION AND ATTACHMENT OF SECURITY INTEREST

         2.1      GRANT OF SECURITY INTEREST AND DESCRIPTION OF CERTAIN
                  COLLATERAL

         As continuing collateral security for the due and timely payment and
         performance by the Debtor of the Obligations, the Debtor hereby
         mortgages, charges, pledges, assigns, transfers and sets over to the
         Secured Party, and grants to the Secured Party a general and continuing
         security interest in, the Collateral, which shall include but not be
         limited to:

         (A)      ACCOUNTS: all accounts, debts, amounts, claims, choses in
                  action and moneys which now are, or which may at any time
                  hereafter become, due or owing to or owned by the Debtor,
                  whether or not earned by performance, including without
                  limitation any and all accounts receivable arising or
                  resulting from the sale, lease, use, assignment or other
                  disposition of any property described in this section 2.1; all
                  securities, mortgages, bills, notes and other documents now
                  held or owned, or which may be hereafter taken, held or owned,
                  by or on behalf of the Debtor, in respect of such accounts,
                  debts, amounts, claims, choses in action and moneys or any
                  part thereof; and all books, documents and papers recording,
                  evidencing or relating to such accounts, debts, amounts,
                  claims, choses in action and moneys or any part thereof;

         (B)      CHATTEL PAPER: all present and future agreements made between
                  the Debtor as secured party and others which evidence both a
                  monetary obligation and a security interest in or a lease of
                  specific goods;

         (C)      DOCUMENTS: all books of account and other books, invoices,
                  writings, letters, papers and other documents whether in
                  written, magnetic, electronic or other form, relating to or
                  being records of the Collateral or by which any of the
                  Collateral is secured, evidenced, acknowledged or made
                  payable;

         (D)      DOCUMENTS OF TITLE: all writings now or hereafter owned by the
                  Debtor, each of which purports to be issued by or addressed to
                  a bailee and purports to cover such


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                  goods and chattels in the bailee's possession as are
                  identified or fungible portions of an identified mass, whether
                  such goods and chattels are inventory or equipment, and which
                  writing is treated in the ordinary course of business as
                  establishing that the person in possession of such writing is
                  entitled to receive, hold and dispose of such writing and the
                  goods and chattels it covers, and further, whether such
                  writing is negotiable in form or otherwise, including bills of
                  lading and warehouse receipts;

         (E)      EQUIPMENT: all equipment now owned or hereafter acquired by
                  the Debtor, including, without limitation, all machinery,
                  fixtures, plant, tools, furniture, chattels, vehicles of any
                  kind or description including, without limitation, motor
                  vehicles, parts, accessories installed in or affixed or
                  attached to any of the foregoing, all purchase warranties and
                  claims, drawings, specifications, plans and manuals relating
                  thereto, any equipment specified as equipment of the Debtor
                  and described in any schedule, exhibit or appendix hereto and
                  any other tangible personal property which is not inventory;

         (F)      INSTRUMENTS: all present and future bills, notes and cheques
                  (as such terms are defined pursuant to the BILLS OF EXCHANGE
                  ACT (Canada)) of the Debtor, and all other writings that
                  evidence a right to the payment of money and are of a type
                  that in the ordinary course of business is transferred by
                  delivery and all letters of credit and advices of credit
                  provided that such letters of credit and advices of credit
                  state that they must be surrendered upon claiming payment
                  thereunder;

         (G)      INTANGIBLES: subject to section 2.5, all intangible property
                  now owned or hereafter acquired by the Debtor and which is not
                  accounts including, without limitation, all contractual
                  rights, insurance claims, goodwill, licences, inventions,
                  franchises, designer rights, know-how, processes and formulae,
                  patents, patent applications, trade marks, trade names,
                  copyrights and other intellectual or industrial property of
                  the Debtor, whether registered or not and whether under
                  licence or otherwise, and all other choses in action of the
                  Debtor of every kind, whether due or owing at the present time
                  or hereafter to become due or owing;

         (H)      INVENTORY: all goods and chattels now or hereafter forming the
                  inventory of the Debtor including, without limitation, all
                  goods, merchandise, raw materials, work in process, finished
                  goods, goods held for sale, resale or lease or that have been
                  leased, or that are to be or have been furnished under a
                  contract of service, and goods used in or procured for packing
                  or packaging, timber to be cut, minerals and hydrocarbons to
                  be extracted, all livestock and their unborn young and all
                  growing crops;

         (I)      MONEY: all money now or hereafter owned by the Debtor, whether
                  or not such money is authorized or adopted by the Parliament
                  of Canada as part of its currency or by any foreign government
                  as part of its currency;

         (J)      SECURITIES: all present and future securities held by the
                  Debtor, including shares, options, rights, warrants, joint
                  venture interests, interests in limited partnerships,


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                  trust units, bonds, debentures and all other documents which
                  constitute evidence of a share, participation or other
                  interest of the Debtor in property or in an enterprise or
                  which constitute evidence of an obligation of the issuer
                  (including, without limitation, an uncertificated security
                  within the meaning of Part VI (Investment Securities) of the
                  BUSINESS CORPORATIONS ACT (Ontario)), together with all
                  accretions thereto, all substitutions therefor, all dividends
                  and income derived therefrom and all rights and claims in
                  respect thereof; and

         (K)      LEASES: subject to section 2.4, all leases now owned or
                  hereafter acquired by the Debtor as tenant (whether oral or
                  written) or any agreement therefor, together with all of the
                  Debtor's erections, improvements and fixtures situate
                  thereupon.

         2.2      PROCEEDS

         The Security Interest shall extend to all proceeds (other than consumer
goods) of the Collateral.

         2.3      ATTACHMENT

         The Debtor hereby acknowledges that value has been given by the Secured
         Party for the granting of the Security Interest, that the Debtor has
         rights in the Collateral (other than future and hereafter acquired
         Collateral), and that the parties have agreed not to postpone the time
         for attachment of the Security Interest.

         2.4      EXCEPTION RE: LAST DAY OF LEASES

         The last day of the term of any lease, sublease or agreement therefor,
         oral or written, now held or hereafter acquired by the Debtor is
         specifically excepted from the Security Interest and shall not form
         part of the Collateral, but the Debtor agrees to stand possessed of
         such last day in trust for such person as the Secured Party may direct
         and the Debtor shall assign and dispose thereof in accordance with such
         direction.

         2.5      EXCEPTION RE: CONTRACTUAL RIGHTS, LICENCES, ETC.

         To the extent that the Security Interest would constitute a breach or
         cause the acceleration of any agreement, lease, contractual right,
         licence, approval, privilege, franchise or permit to which the Debtor
         is a party, the Security Interest shall not attach thereto but the
         Debtor shall hold its interest therein in trust for the Secured Party,
         and shall grant a security interest in such agreement, contractual
         right, licence or permit to the Secured Party forthwith upon obtaining
         the appropriate consents to the creation of such security interest. The
         Debtor agrees to use commercially reasonable efforts to obtain any such
         consent from time to time requested by the Secured Party, acting
         reasonably.

         2.6      AMALGAMATION

         In the event that the Debtor shall amalgamate with any other
         corporation or corporations:


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         (a)      the term "Debtor" wherever used herein shall extend to and
                  include each of the amalgamating corporations and the
                  amalgamated corporation, and the indebtedness, obligations and
                  liabilities of each of them shall be included in the
                  Obligations; and

         (b)      the Security Interest shall extend to and the Collateral shall
                  include all the property and assets of each of the
                  amalgamating corporations and the amalgamated corporation and
                  to any property or assets of the amalgamated corporation
                  thereafter owned or acquired.

                      ARTICLE 3 - DEFAULT AND ENFORCEMENT

3.1      EVENTS OF DEFAULT

         The Debtor shall be in default hereunder upon the occurrence of an
         Event of Default as defined in the Credit Agreement (any such
         occurrence being referred to herein as an "EVENT OF DEFAULT").

3.2      REMEDIES

         Upon the occurrence and continuance of an Event of Default, the
         Security Interest will become immediately enforceable, and the Secured
         Party may, forthwith or at any time thereafter and without notice to
         the Debtor except as required by the PPSA or by this agreement:

         (a)      commence legal action to enforce payment or performance of any
                  or all of the Obligations;

         (b)      make payments to discharge any claim, lien, mortgage, security
                  interest, charge or other encumbrance on properties on which
                  either the Debtor or the Secured Party may hold charges or
                  encumbrances (whether or not ranking in priority to the
                  Security Interest);

         (c)      enter upon, use and occupy any and all premises owned, leased
                  or occupied by the Debtor where the Collateral may be located;

         (d)      take immediate possession of all or any part of the Collateral
                  and require the Debtor to assemble and deliver possession of
                  the Collateral at a location or locations specified by the
                  Secured Party, with power to exclude the Debtor, its officers,
                  directors, employees and agents therefrom;

         (e)      appoint or reappoint by instrument in writing any person to be
                  an agent or any person to be a receiver, manager or receiver
                  and manager (herein called a "RECEIVER") of the Collateral and
                  to remove any Receiver so appointed and to appoint another if
                  the Secured Party so desires;

         (f)      notify the account debtors or obligors under any accounts of
                  the assignment of such accounts to the Secured Party and
                  direct such account debtors or obligors to


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                  make payment of all amounts due or to become due to the Debtor
                  thereunder directly to the Secured Party and give valid and
                  binding receipts and discharges therefor and in respect
                  thereof and, upon such notification and at the expense of the
                  Debtor, enforce collection of any accounts, and adjust, settle
                  or compromise the amount or payment thereof, in the same
                  manner and to the same extent as the Debtor might have done;

         (g)      enjoy and exercise all of the rights and remedies of a secured
                  party under the PPSA;

         (h)      file such proofs of claim or other documents as may be
                  necessary or desirable to have its claim lodged in any
                  bankruptcy, winding-up, liquidation, dissolution or other
                  proceedings (voluntary or involuntary) relating to the Debtor;

         (i)      preserve, protect and maintain the Collateral and make such
                  replacements thereof and additions thereto as the Secured
                  Party shall deem advisable;

         (j)      sell, consign, lease or otherwise dispose of all or any part
                  of the Collateral whether by public or private sale,
                  consignment or lease or otherwise and on any terms so long
                  as every aspect of the disposition is commercially reasonable,
                  including, without limitation, terms that provide time for
                  payment on credit, provided that:

                           (i)      neither the Secured Party nor any Receiver
                                    shall be required to sell, consign, lease or
                                    dispose of the Collateral, but may peaceably
                                    and quietly take, hold, use, occupy, possess
                                    and enjoy the Collateral without
                                    molestation, eviction, hindrance or
                                    interruption by the Debtor or any other
                                    person or persons whomsoever for such period
                                    of time as is commercially reasonable;

                           (ii)     the Secured Party or any Receiver may
                                    dispose of all or any part of the Collateral
                                    in the condition in which it was on the date
                                    possession of it was taken, or after any
                                    commercially reasonable repair, processing
                                    or preparation for disposition;

                           (iii)    the Secured Party or any Receiver may
                                    convey, transfer and assign to a purchaser
                                    or purchasers the title to any of the
                                    Collateral so sold; and

                           (iv)     the Debtor will be entitled to be credited
                                    with the actual proceeds of any such sale,
                                    consignment, lease or other disposition only
                                    when such proceeds are received by the
                                    Secured Party or any Receiver in cash.

         3.3      POWERS AND DUTIES OF RECEIVER

         Any Receiver appointed hereunder:

         (a)      shall, subject to the provisions of the instrument appointing
                  it, have all of the powers of the Secured Party hereunder
                  together with:


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                  (i)      the power to carry on the business of the Debtor or
                           any part thereof;

                  (ii)     the power to borrow money in the Debtor's name or in
                           the Receiver's name; and

                  (iii)    the power to grant security interests in the
                           Collateral in priority to the Security Interest as
                           security for the money so borrowed; and

         (b)      shall be deemed to be the agent of the Debtor for the purpose
                  of establishing liability for the acts or omissions of the
                  Receiver and the Secured Party shall not be liable for such
                  acts or omissions.

         The Debtor hereby irrevocably authorizes the Secured Party from time to
         time after appointment of any Receiver to give instructions to the
         Receiver relating to the performance of the Receiver's duties and to
         fix the remuneration of the Receiver in connection therewith.

         3.4      OTHER REMEDIES CUMULATIVE

         The remedies provided in section 3.2 are cumulative and in addition to
         (and not in substitution for, exclusive of or dependent on) any other
         remedies contained herein or in any existing or future security
         document granted by the Debtor to the Secured Party and to all other
         remedies existing at law or in equity or by statute.

         3.5      RESTRICTION ON DEBTOR

         Upon the Secured Party taking possession of the Collateral or the
         appointment of a Receiver, all the powers, functions, rights and
         privileges of the Debtor or any officer, director, employee or agent of
         the Debtor with respect to the Collateral shall, to the extent
         permitted by law, be suspended unless specifically continued by the
         written consent of the Secured Party; however, all other powers,
         functions, rights and privileges of the Debtor or any officer,
         director, employee or agent of the Debtor shall be unaffected by such
         events.

         3.6      INDULGENCES AND RELEASES

         Either the Secured Party or any Receiver may grant extensions of time
         and other indulgences, take and give up or abstain from perfecting or
         taking advantage of securities, accept compositions, compound,
         compromise, settle, grant releases and discharges, release any part of
         the Collateral to third parties and otherwise deal with the Debtor,
         debtors of the Debtor, sureties and others and with the Collateral and
         other security as the Secured Party or such Receiver may see fit
         without prejudice to the liability of the Debtor under the Obligations
         or the right of the Secured Party and such Receiver to hold the
         Collateral and realize upon the Security Interest.

         3.7      EXPENSES OF ENFORCEMENT

         The Debtor agrees to indemnify and reimburse the Secured Party for all
         reasonable costs and expenses of the Secured Party, its agents,
         advisors and consultants (including without limitation legal fees and
         disbursements on a solicitor-and-his-own-client basis) incurred with



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         respect to the exercise by the Secured Party of any of its rights,
         remedies and powers under this agreement (including without limitation
         costs and expenses related to the custody, preservation and realization
         of the Collateral, any amounts paid under section 3.2(b), the
         remuneration of the Receiver and all costs and expenses incurred by the
         Receiver in performing its functions under its appointment), and such
         costs and expenses shall be added to and shall form part of the
         Obligations.

         3.8      APPLICATION OF MONEYS

         Subject to the requirements of the PPSA, all money or other proceeds of
         realization collected or received by the Secured Party or any Receiver
         upon the realization of the Security Interest or the exercise of any
         other rights or remedies herein contained with respect to the
         Collateral shall be applied on account of the Obligations in such
         manner as the Secured Party deems best or, at the option of the Secured
         Party, may be held unapportioned in a collateral account or released to
         the Debtor, all without prejudice to the liability of the Debtor or the
         rights of the Secured Party hereunder. The balance of such proceeds, if
         any, shall be paid in accordance with the PPSA and any other applicable
         law.

         3.9      LIABILITY FOR DEFICIENCY

         If the proceeds of realization received by or on behalf of the Secured
         Party from the disposition of the Collateral are not sufficient to
         satisfy the Obligations in full, the Debtor shall be liable to pay such
         deficiency to the Secured Party forthwith on demand.

         3.10     SET-OFF

         Without in any way limiting any other rights or remedies available to
         the Secured Party, the Secured Party shall have the right (but shall
         not be obligated) to set off against the Obligations or any of them
         deposits (general or special) or moneys then held by the Secured Party
         or any other indebtedness owing by the Secured Party to, or held by the
         Secured Party for the credit of, the Debtor, regardless of the currency
         in which such indebtedness is denominated and notwithstanding that such
         indebtedness is not then due.

                         ARTICLE 4 - GENERAL PROVISIONS

         4.1      WAIVER

         No delay or omission to exercise any right or remedy accruing to the
         Secured Party upon any breach or default by the Debtor hereunder shall
         impair any such right or remedy by the Secured Party nor be construed
         as a waiver of any such breach or default or of any similar breach or
         default thereafter occurring, nor shall any single or partial exercise
         thereof preclude any other or further exercise thereof or the exercise
         of any other right or remedy. No waiver of a single breach or default
         shall operate or be construed as a waiver of any subsequent breach or
         default. All waivers hereunder must be in writing and signed by the
         waiving party, duly authorized, if by the Secured Party, by the Lenders
         in accordance with the provisions of the Credit Agreement.


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         4.2      AMENDMENT

         This agreement may only be amended, supplemented or terminated by a
         written agreement signed by the Debtor and the Secured Party, duly
         authorized by the Lenders in accordance with the provisions of the
         Credit Agreement.

         4.3      NOTICES

         Any notice permitted or required to be given hereunder shall be given,
         in the case of the Secured Party, in accordance with the relevant
         provisions of the Credit Agreement and, in the case of the Debtor, to
         its address indicated above and otherwise in accordance with the
         relevant provisions of the Credit Agreement.

         4.4      FURTHER ASSURANCES

         The Debtor shall do, execute, acknowledge and deliver or cause to be
         done, executed, acknowledged and delivered, such further acts, deeds,
         mortgages, transfers, assurances or other documents as the Secured
         Party shall reasonably require to give effect to or to preserve and
         perfect the Security Interest in the Collateral intended to be granted
         to the Secured Party hereunder, or any security interest the Debtor may
         hereafter grant or become bound to grant to the Secured Party, for the
         purpose of accomplishing and effecting the intention of this agreement.
         The Debtor hereby irrevocably appoints the Secured Party to be the
         attorney of the Debtor, coupled with an interest, with full power of
         substitution, for and in the name of the Debtor, to execute and to do
         any deeds, documents, transfers, demands, assignments, assurances,
         consents and things which the Debtor is obliged to execute or do
         hereunder.

         4.5      TERM

         This agreement shall become effective according to its terms
         immediately upon the execution hereof by the Debtor and shall continue
         as security for the Obligations until all of the Obligations are paid
         and performed in full and this agreement is terminated.

         4.6      NON-SUBSTITUTION

         This agreement and the Security Interest are in addition to and not in
         substitution for any other agreement made between the Secured Party and
         the Debtor or any other security granted by the Debtor to the Secured
         Party whether before or after the execution of this agreement.

         4.7      NO MERGER

         Neither the taking of any action, suit or proceedings, judicial or
         extra-judicial, nor the exercise of any power of seizure or disposition
         shall extinguish the liability of the Debtor to pay and perform the
         Obligations nor shall the acceptance of any payment or alternate
         security constitute or create any novation. No covenant, representation
         or warranty of the Debtor herein shall merge in any judgment.


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         4.8      ENTIRE AGREEMENT

         There are no representations, agreements, warranties, conditions,
         covenants or terms, express or implied, collateral or otherwise,
         affecting this agreement or the Security Interest or the Debtor's
         obligations and liabilities hereunder other than as expressed herein.

         4.9      TIME OF ESSENCE

         Time shall in all respects be of the essence hereof.

         4.10     BINDING EFFECT

         This agreement shall enure to the benefit of and be binding upon the
         parties hereto and their respective successors and assigns.

         4.11     DISCLOSURE OF INFORMATION RE: DEBTOR

         The Debtor agrees that the Secured Party may provide from time to time
         such information concerning this agreement, the Collateral and the
         Obligations to such persons as the Secured Party in good faith believes
         are entitled to the same under the PPSA.

IN WITNESS WHEREOF the Debtor has executed this agreement as of the date first
above written and in executing this general security agreement, hereby
acknowledges receipt of an executed copy thereof.

                                    [NAME OF DEBTOR]


                                    Per:__________________________
                                        Name:
                                        Title:
                                        I have authority to bind the corporation