Exhibit 10.14

EXECUTION COUTERPART



SECURITY AGREEMENT

between

EDISON MISSION ENERGY

and

CITICORP NORTH AMERICA, INC.,as Administrative Agent

Dated
as of April 27, 2004



---



TABLE OF CONTENTS

|                          |      |                                    |                                                        |   | Page
|------------------------- | ---- | ---------------------------------- | ------------------------------------------------------ | - | ----
|Section 1.                |      | Definitions                        |                                                        | 1
|Section 2.                |      | Representations and Warranties     |                                                        | 2
|Section 3.                |      | The Pledge                         |                                                        | 2
|Section 4.                |      | Collateral Accounts; cash proceeds |                                                        | 3
|                          | 4.01 |                                    | Collateral Accounts                                    |   | 3   
|                          | 4.02 |                                    | Investment of Balance in Collateral Accounts           |   | 4   
|Section 5.                |      | Further Assurances; Remedies       |                                                        | 5
|                          | 5.01 |                                    | Delivery and Other Perfection                          |   | 5   
|                          | 5.02 |                                    | Other Financing Statements and Liens.                  |   | 5   
|                          | 5.03 |                                    | Special Provisions Relating to the Pledged Collateral. |   | 6   
|                          | 5.04 |                                    | Credit Agreement Event of Default, Etc.                |   | 6   
|                          | 5.05 |                                    | Deficiency                                             |   | 8   
|                          | 5.06 |                                    | Removals, Etc.                                         |   | 8   
|                          | 5.07 |                                    | Private Sale                                           |   | 8   
|                          | 5.08 |                                    | Application of Proceeds                                |   | 8   
|                          | 5.09 |                                    | Attorney-in-Fact                                       |   | 8   
|                          | 5.10 |                                    | Perfection                                             |   | 9   
|                          | 5.11 |                                    | Termination                                            |   | 9   
|                          | 5.12 |                                    | Further Assurances                                     |   | 9   
|Section 6.                |      | Miscellaneous                      |                                                        | 9
|                          | 6.01 |                                    | Notices                                                |   | 9   
|                          | 6.02 |                                    | Delay and Waiver                                       |   | 9   
|                          | 6.03 |                                    | Amendments, Etc.                                       |   | 9   
|                          | 6.04 |                                    | Successors and Assigns                                 |   | 9   
|                          | 6.05 |                                    | Counterparts                                           |   | 9   
|                          | 6.06 |                                    | Governing Law; Submission to Jurisdiction              |   | 10  
|                          | 6.07 |                                    | Headings                                               |   | 10  
|                          | 6.08 |                                    | Agents and Attorneys-in-Fact                           |   | 10  
|                          | 6.09 |                                    | Severability                                           |   | 10  
|Annex 1Pledged Interests |      |                                   

---



SECURITY AGREEMENT

SECURITY
AGREEMENT (this "Agreement") dated as of April 27, 2004, between EDISON MISSION ENERGY, a corporation organized under the
laws of Delaware (the "Obligor"), and CITICORP NORTH AMERICA, INC., as administrative agent for the Lenders and Issuing Lenders under the Credit
Agreement referred to below (in such capacity, together with its successors in such capacity, the "Administrative Agent").

The
Obligor, the Administrative Agent, the various financial institutions as are or may become parties thereto (collectively, the
"Lenders"), and the Issuing Lenders have entered into that certain Credit Agreement (as amended, supplemented, amended and restated or otherwise
modified and in effect from time to time, the "Credit Agreement") dated as of April 27, 2004. This Agreement is the Borrower Security Agreement
referred to in the Credit Agreement.

The
Obligor owns a 100% ownership interest in each of the Collateral Parties on the date hereof and has, subject to the terms and conditions of this Agreement, agreed to grant a Lien and
security interest in the Pledged Collateral referred to herein.

NOW,
THEREFORE, in consideration of the premises and covenants contained herein and for other good and valuable consideration, the receipt and the adequacy of which are hereby
acknowledged, the parties hereto agree as follows:

SECTION 1.DEFINITIONS.Capitalized terms not otherwise
defined herein shall have the meanings set forth in, and the interpretations applicable thereto under, the Credit Agreement. In addition, as used herein:

"Assigned Agreements" has the meaning set forth inSection 3(e).

"Big Four Companies" means Camino Energy Company, a California corporation, Southern Sierra Energy Company, a California corporation, San
Joaquin Energy Company, a California corporation and Western Sierra Energy Company, a California corporation.

"Big Four Revenue" has the meaning set forth inSection 5.03(b).

"Big Four Revenue Account" means the Account, as such term is defined in the Account Control Agreement dated as of April 27, 2004
between the Obligor, the Administrative Agent and Citibank, N.A.

"Collateral Accounts" means the Big Four Revenue Account, Default Collateral Account and the LC Collateral Account.

"Credit Agreement Termination Date" means the date on which all Secured Obligations, other than contingent liabilities and Secured
Obligations which are unasserted at such date, have been finally paid and satisfied in full and all Loans and Commitments have been terminated.

"Default Collateral Account" has the meaning set forth inSection 4.01(a).

"Homer City" means Edison Mission Holdings Co., a California corporation.

"Indemnitee" has the meaning set forth inSection 5.11(a).

"LC Collateral Account" has the meaning set forth inSection 4.01(b).

"MGE" means Midwest Generation EME, LLC, a Delaware limited liability company.

"Mission del Cielo" means Mission del Cielo, Inc., a Delaware corporation.

"Permitted Investments" means (a) direct obligations of, or obligations the principal of and interest on which are unconditionally
guaranteed by, the United States of America (or by any agency thereof to the extent such obligations are backed by the full faith and credit of the United States of America), in each case maturing
within one year from the date of acquisition thereof; (b) investments in commercial paper maturing within 270 days from the date of acquisition thereof and having, at such date of

---



acquisition,
the highest credit rating obtainable from S&P or from Moody's; (c) investments in certificates of deposit, banker's acceptances and time deposits maturing within 180 days
from the date of acquisition thereof issued or guaranteed by or placed with, and money market deposit accounts issued or offered by, any domestic office of any commercial bank organized under the laws
of the United States of America or any State thereof which has a combined capital and surplus and undivided profits of not less than $500,000,000; and (d) fully collateralized repurchase
agreements with a term of not more than thirty (30) days for securities described inclause (a)above and entered into with a financial
institution satisfying the criteria described inclause (c)above.

"Pledged Collateral" has the meaning set forth inSection 3.

"Pledged Interests" has the meaning set forth inSection 3(a).

"Secured Obligations" means all Obligations of the Obligor under the Loan Documents up to the amount available to be secured under the
Obligor's Indebtedness (other than the Credit Agreement) without requiring the Pledged Collateral to be equally and ratably shared with the holders of such Indebtedness.

"Stock Collateral" has the meaning set forth inSection 3(c).

SECTION 2.REPRESENTATIONS AND WARRANTIES.The Obligor
represents and warrants to the Administrative Agent and the other Lenders that as of the date hereof:



SECTION 3.THE PLEDGE.As collateral security for the
prompt payment in full when due (whether at stated maturity, by acceleration or otherwise) of the Secured Obligations, the Obligor hereby pledges and grants to the Administrative Agent, for the
benefit of the Lenders, a security interest in all of the Obligor's right, title and interest in the following property, whether now owned by

2

---



the
Obligor or hereafter acquired and whether now existing or hereafter coming into existence (all being collectively referred to herein as "Pledged
Collateral"):



SECTION 4.COLLATERAL ACCOUNTS; CASH PROCEEDS.



3

---





4

---



SECTION 5.FURTHER ASSURANCES; REMEDIES.In furtherance
of the grant of the pledge and security interest pursuant toSection 3, the Obligor hereby agrees until the Credit Agreement Termination Date,
with the Administrative Agent and each of the other Lenders as follows:



5

---





6

---





7

---





8

---





SECTION 6.MISCELLANEOUS.



9

---





10

---



IN WITNESS WHEREOF, the parties hereto have caused this Security Agreement to be duly executed and delivered as of the day and year first above written.

| |  | EDISON MISSION ENERGY                                                                                        
| |  | -------------------------------------------------------------------------------------------------------------
| |  | By:                                                                                                          
| |  | Address for Notices:                                                                                         
| |  | 18101 Von Karman Avenue
Suite 1700
Irvine, CA 92616
Attention: General Counsel
Telecopier No.: (949) 752-1420
| |  | CITICORP NORTH AMERICA, INC.,not in its individual capacity but solely as Administrative Agent               
| |  | By:                                                                                                          
| |  | Address for Notices:                                                                                         
| |  | 2 Penns Way, Suite 110
New Castle, DE 19720
Attention: Laura Quashne
Telecopier No: (302) 894-6012           

---



ANNEX 1to Security Agreement

PLEDGED INTERESTS

|Issuer                      |  | Certificate No. |  | Registered Owner      |  | Number of Units
|--------------------------- |  | --------------- |  | --------------------- |  | ---------------
|Silverado Energy Company    |  | 1               |  | Edison Mission Energy |  | 100            
|Viejo Energy Company        |  | 1               |  | Edison Mission Energy |  | 100            
|Anacapa Energy Company      |  | 1               |  | Edison Mission Energy |  | 100            
|Del Mar Energy Company      |  | 1               |  | Edison Mission Energy |  | 100            
|Edison Mission Holdings Co. |  | 2               |  | Edison Mission Energy |  | 100            
|Midwest Generation EME, LLC |  | 1               |  | Edison Mission Energy |  | 100            
|Mission del Cielo, Inc.     |  | 1               |  | Edison Mission Energy |  | 100            

---



QuickLinks