MEMPHIS, Tenn. (AP) — Memphis and Marshall battled through the bulk of Saturday night's game, neither able to get much breathing room.

It wasn't until the final 2 minutes that the Tigers finally pulled away to keep a share of the Conference USA lead.

Will Barton scored a career-high 29 points and grabbed eight rebounds as Memphis rallied for an 83-76 victory over the Thundering Herd.

The win, the third straight for the Tigers (15-6, 6-1), left them tied atop the conference standings with Southern Mississippi, which won earlier Saturday night at Central Florida.

"We went toe-to-toe with them," Marshall coach Tom Herrion said. "They got it done a little later on in the game, so you have to give them credit."

Tarik Black worked inside for 19 points on 8-of-11 shooting, part of Memphis converting 30 of 54 shots (55.6 percent). Wesley Witherspoon finished with 12 points on 4-of-6 shooting.

Shaquille Johnson led Marshall (13-8, 4-3) with 21 points, while Damier Pitts scored 19, making 5 of 8 shots. DeAndre Kane added 15 points for the Thundering Herd, who lost their fourth straight.

"I feel very badly for our kids," Herrion said. "They gave great effort. They played with great heart. Defensively, I thought that we didn't get the job done. They scored a little too easily."

The game was close throughout with neither team having a double-digit lead. There were 13 ties and 14 lead changes.

Marshall finished the night 24 of 54 from the floor (44.4 percent), including 6 of 17 from outside the arc (35.3 percent).

"I was very proud of the guys for finding a way to win," Memphis coach Josh Pastner said. "From the defensive end to rebounding, we found a way to win. In the end, we won the game from getting stops on the defensive end."

The Thundering Herd led 41-40 after an intense first half that saw a pair of double technicals, a lot of talking from both sides and banging among the players.

There were 25 fouls called in the first half alone, and 57 for the game.

"It's heated when we play against Marshall every time," Witherspoon said. "We want to beat each other so bad that emotions are going to be high. Stuff like that is going to happen."

Kane led Marshall with 12 points at the break, while Pitts added 11, hitting all three of his shots in the half and all four free throws.

Barton led Memphis with 15 points.

Neither team led by more than five points in the first half. There were 11 ties and nine lead changes. And both teams shot 50 percent for the half.

It was that close.

The Thundering Herd's biggest problems came at the foul line, where they were 9 of 15 (60 percent). While Memphis was 5 of 7 from the line, the Tigers missed the front end on a pair of 1-and-1s.

The lead looked like a good omen for Marshall, which entered the game 12-0 when leading at halftime.

Marshall clicked off eight unanswered points in the early stages of the second half for a seven-point lead, its biggest of the game. But Memphis chipped away at the advantage, and by the 8-minute mark the game was back to lead changes, skimpy margins and ties.

And the intensity remained high. In one scramble near the Marshall bench, Barton got tangled with Herrion.

The teams were tied at 66 with 6 minutes left after Johnson scored. But Witherspoon, who has been maligned for his play much of the year, began to pick up Memphis.

"My goals have never changed," said Witherspoon, a senior forward who reached double figures for the first time since the opening game of the season. "That's night in and night out to just play basketball."

Still, two free throws by Nigel Spikes pulled the Thundering Herd within 72-71 with 1:34 left.

Memphis then went on a 7-1 run that started with a three-point play by Black, and Marshall never got close enough the rest of the way.

Asked if he could sense that intensity, Black replied, "You always do, especially when you look at the scoreboard. Everybody does. You score a bucket and you look up and you are up one. They come back and they score a 3-pointer, and you are down two. You come back down and you get an and-one. It's just a part of basketball.

"Games like this really bring out the passion that you have for the game and the love you have for the game and the reason you start playing in the first place."