Keep waking up abruptly from sleeping with everything spinning & feeling as if i'll pass out & no sense of where i am. what could it be?

Vertigo: This is vertigo, which can be from an inner ear problem, or less likely a brain problem. It is unclear from your question, but is probably happening when awake also. A common cause is benign positional vertigo that is triggered when you turn over in bed. Disorientation may be from being awakened, but should be for seconds only. There are exercises that can make it go away. Worth seeing Dr.