ATLANTA - All Memphis Grizzlies forward Zach Randolph could say was, "Wow."

He had never been in a game in which his team attempted only one free throw. But that's what happened Saturday night against the Atlanta Hawks, and Memphis still won.

Randolph scored 20 points, leading the Grizzlies to a come-from-behind 79-76 win over the sloppy Hawks at Philips Arena.

Memphis beat Atlanta for the second time this season despite becoming the first team to shoot one or less free throws in a game and despite getting only eight points from center Marc Gasol.

"One free throw?" Randolph said. "That's crazy. Wow, wow, wow."

Memphis guard Courtney Lee made the Grizzlies' only free-throw attempt, and it didn't come until the third quarter. The Hawks shot 15 free throws in the game, making eight.

The Toronto Raptors hold the distinction for fewest made free throws in a game. The Raptors didn't make a single free throw against the Charlotte Hornets in 1996.

"It was a physical game, and I like when they let us play," Randolph said. "But if there's a foul, you got to call it."

The Grizzlies took control in third quarter. Forward Mike Miller came off the bench to hit two 3-pointers, including one from the corner with the shot clock running out that put Memphis up 61-55 at the end of three. The Grizzlies outscored the Hawks 24-11 in the third quarter.

It is a big win for the Grizzlies (27-22), who had lost two straight and have been without injured point guard Mike Conley for the last three games.

Conley will not play Sunday at Cleveland, Grizzlies coach Dave Joerger said before Saturday's game, but could return before next weekend's All-Star break. Memphis improved to 2-3 without Conley this season.

The third quarter was a disaster for the Hawks (25-24), who have lost three straight. After leading for the entire first half, Atlanta turned the ball over 10 times in the third quarter and found itself down seven heading into the fourth quarter. The Hawks had 21 turnovers in the game.

"Against teams like Memphis and Indiana, you have to value possessions," said Atlanta coach Mike Budenholzer. "Every night we value the ball and we value possessions. Twenty-one turnovers becomes difficult to overcome when the game becomes even slower and you lose out on possessions."

Hawks guard Kyle Korver extended his NBA-record streak to 118 games with at least one made 3-pointer, drilling a corner 3 early in the first quarter. Korver hit his third 3-pointer of the game with five minutes left in the fourth quarter, cutting the Grizzlies' lead to 73-66.

Hawks forward Paul Millsap hit a 3-pointer with 40 seconds left to cut the Grizzlies' lead to three. Atlanta guard Lou Williams got an open look a potential tying 3-pointer on the final possession but misfired.

Budenholzer said he was trying to call timeout on the final possession, but couldn't get the referees' attention.

"I think I was as loud as humanly possible, but the refs chose to ignore me," said Budenholzer. "It's frustrating. That's what unfolded on the court. I wanted an early probe and wanted a timeout, and I was not granted one."

Millsap led the Hawks with 20 points and guard Demarre Carroll added 13, nine coming in the first quarter.

Both teams got up and down the floor and were hitting from the outside in the first quarter. The Hawks shot 63.2 percent from the field but only led 29-27 after one.

Things cooled off the second quarter. The Grizzlies shot 22 percent in the second quarter and trailed 43-36 at halftime. They managed to stay close with eight offensive rebounds, leading to 10 second-chance points.

"We were playing much better defense after the first seven minutes of the game," Joerger said. "The Hawks had 22 points at that point, and for the rest of the game they got 54. So I thought we really clamped down."

NOTES: Memphis PG Mike Conley missed his third straight game with a right ankle sprain. Grizzlies coach Dave Joerger said Conley will not play Sunday at Cleveland and will be considered a game-time decision heading into next week. ... Hawks G Kyle Korver's streak of 118 straight games with at least one made 3-pointer is an NBA record and 29 games longer than the previous record held by Dana Barros. ... Hawks rookie C Pero Antic is expected to be out two more weeks with a stress fracture. ... Both teams entered Saturday night's game with similar records, but their places in their respective conferences were much different. The Hawks are in third place in the Eastern Conference. The Grizzlies are in ninth in the Western Conference. ... Atlanta was playing its 20th game since losing F Al Horford to injury. The Hawks were 9-11 in games without Horford.